Barbituric acid derivatives as inhibitors of TNF-alpha converting enzyme (TACE) and/or matrix metalloproteinases

ABSTRACT

The present application describes novel barbituric acid derivatives of formula I:  
                 
 
     or pharmaceutically acceptable salt or prodrug forms thereof, wherein A, B, L, R 1 , R 2 , R 3 , R 4 , R 5 , n, W, U, X, Y, Z, U a , X a , Y a , and Z a  are defined in the present specification, which are useful as TNF-α converting enzyme (TACE) and matrix metalloproteinases (MMP) inhibitors.

CROSS-REFERENCE TO RELATED APPLICATIONS

[0001] This application claims the priority benefit of U.S. Provisional Application No. 60/342,658, filed Dec. 20, 2001, the disclosure of which is incorporated herein by reference in its entirety.

FIELD OF THE INVENTION

[0002] This invention relates generally to novel barbituric acid derivatives as inhibitors of TNF-α converting enzyme (TACE), matrix metalloproteinases (MMP), aggrecanse or a combination thereof, pharmaceutical compositions containing the same, and methods of using the same.

BACKGROUND OF THE INVENTION

[0003] There is now a body of evidence that metalloproteases (MP) are important in the uncontrolled breakdown of connective tissue, including proteoglycan and collagen, leading to resorption of the extracellular matrix. This is a feature of many pathological conditions, such as rheumatoid and osteoarthritis; corneal, epidermal, or gastric ulceration; tumor metastasis or invasion; periodontal disease; and bone disease. Normally these catabolic enzymes are tightly regulated at the level of their synthesis as well as at their level of extracellular activity through the action of specific inhibitors, such as alpha-2-macroglobulins and TIMPs (tissue inhibitors of metalloprotease), which form inactive complexes with the MP's.

[0004] Osteo- and rheumatoid arthritis (OA and RA respectively) are destructive diseases of articular cartilage characterized by localized erosion of the cartilage surface. Findings have shown that articular cartilage from the femoral heads of patients with OA, for example, had a reduced incorporation of radiolabeled sulfate over controls, suggesting that there must be an enhanced rate of cartilage degradation in OA (Mankin et al. J. Bone Joint Surg. 1970, 52A, 424-434). There are four classes of protein degradative enzymes in mammalian cells: serine, cysteine, aspartic, and metalloprotease. The available evidence supports that it is the metalloproteases that are responsible for the degradation of the extracellular matrix of articular cartilage in OA and RA. Increased activities of collagenases and stromelysin have been found in OA cartilage and the activity correlates with the severity of the lesion (Mankin et al. Arthritis Rheum. 1978, 21, 761-766, Woessner et al. Arthritis Rheum. 1983, 26, 63-68, and Woessner et al. Arthritis Rheum. 1984, 27, 305-312). In addition, aggrecanase has been identified as providing the specific cleavage product of proteoglycan found in RA and OA patients (Lohmander L. S. et al. Arthritis Rheum. 1993, 36, 1214-22).

[0005] Therefore, metalloproteases (MP) have been implicated as the key enzymes in the destruction of mammalian cartilage and bone. It can be expected that the pathogenesis of such diseases can be modified in a beneficial manner by the administration of MP inhibitors, and many compounds have been suggested for this purpose (see Wahl et al. Ann. Rep. Med. Chem. 1990, 25, 175-184, AP, San Diego).

[0006] Tumor necrosis factor-α (TNF-α) is a cell-associated cytokine that is processed from a 26 kd precursor form to a 17 kd soluble form. TNF-α has been shown to be a primary mediator in humans and in animals of inflammation, fever, and acute phase responses, similar to those observed during acute infection and shock. Excess TNF-α has been shown to be lethal. There is now considerable evidence that blocking the effects of TNF-α with specific antibodies can be beneficial in a variety of circumstances including autoimmune diseases such as RA (Feldman et al, Lancet 1994, 344, 1105), non-insulin dependent diabetes melitus (Lohmander, L. S. et al. Arthritis Rheum. 1993, 36, 1214-22), and Crohn's disease (MacDonald et al. Clin. Exp. Immunol. 1990, 81, 301).

[0007] Compounds which inhibit the production of TNF-α are therefore of therapeutic importance for the treatment of inflammatory disorders. This invention describes molecules that inhibit TNF-α converting enzyme (TACE) and hence the secretion of active TNF-α from cells. These novel molecules provide a means of mechanism based therapeutic intervention for diseases including but not restricted to septic shock, haemodynamic shock, sepsis syndrome, post ischemic reperfusion injury, malaria, Crohn's disease, inflammatory bowel diseases, mycobacterial infection, meningitis, psoriasis, congestive heart failure, fibrotic diseases, cachexia, graft rejection, cancer, diseases involving angiogenesis, autoimmune diseases, skin inflammatory diseases, OA, RA, multiple sclerosis, radiation damage, hyperoxic alveolar injury, periodontal disease, HIV, and non-insulin dependent diabetes melitus.

[0008] Since excessive TNF-α production has been noted in several disease conditions also characterized by MMP-mediated tissue degradation, compounds which inhibit both MMPs and TNF-α production may also have a particular advantage in diseases where both mechanisms are involved.

[0009] It is desirable to find new compounds with improved pharmacological characteristics compared with known MMP and/or TACE inhibitors. For example, it is preferred to find new compounds with improved MMP and/or TACE inhibitory activity and selectivity for an MMP and/or TACE versus other metalloproteases (e.g., specificity for one MMP versus another). It is also desirable and preferable to find compounds with advantageous and improved characteristics in one or more of the following categories: (a) pharmaceutical properties (e.g., solubility, permeability, and amenability to sustained release formulations); (b) dosage requirements (e.g., lower dosages and/or once-daily dosing); (c) factors which decrease blood concentration peak-to-trough characteristics (e.g., clearance and/or volume of distribution); (d) factors that increase the concentration of active drug at the receptor (e.g., protein binding and volume of distribution); (e) factors that decrease the liability for clinical drug-drug interactions (e.g., cytochrome P450 enzyme inhibition or induction); (f) factors that decrease the potential for adverse side-effects (e.g., pharmacological selectivity beyond serine proteases, potential chemical or metabolic reactivity, and limited CNS penetration); and (g) factors that improve manufacturing costs or feasibility (e.g., difficulty of synthesis, number of chiral centers, chemical stability, and ease of handling).

[0010] The compounds of the present invention act as inhibitors of MPs, in particular TACE, MMPs, and/or aggrecanase. These novel molecules are provided as anti-inflammatory compounds and cartilage protecting therapeutics.

SUMMARY OF THE INVENTION

[0011] Accordingly, the present invention provides novel barbituric acid derivatives useful as MMP, TACE, and/or aggrecanase inhibitors or pharmaceutically acceptable salts or prodrugs thereof.

[0012] The present invention provides pharmaceutical compositions comprising a pharmaceutically acceptable carrier and a therapeutically effective amount of at least one of the compounds of the present invention or a pharmaceutically acceptable salt or prodrug form thereof.

[0013] The present invention provides a method for treating inflammatory disorders, comprising: administering to a mammal, in need of such treatment, a therapeutically effective amount of at least one of the compounds of the present invention or a pharmaceutically acceptable salt or prodrug form thereof.

[0014] The present invention provides a method of treating a condition or disease mediated by MMPS, TACE, aggrecanase, or a combination thereof in a mammal, comprising: administering to the mammal in need of such treatment a therapeutically effective amount of a compound of the present invention or a pharmaceutically acceptable salt or prodrug form thereof.

[0015] The present invention provides a method comprising: administering a compound of the present invention or a pharmaceutically acceptable salt or prodrug form thereof in an amount effective to treat a condition or disease mediated by MMPS, TACE, aggrecanase, or a combination thereof.

[0016] The present invention provides novel compounds of the present invention for use in therapy.

[0017] The present invention provides the use of novel compounds of the present invention for the manufacture of a medicament for the treatment of a condition or disease mediated by MMPs, TACE, aggrecanase, or a combination thereof.

[0018] These and other objects, which will become apparent during the following detailed description, have been achieved by the inventors' discovery that compounds of formula I:

[0019] or pharmaceutically acceptable salt or prodrug forms thereof, wherein A, B, L, R¹, R², R³, R⁴, R⁵, n, W, U, X, Y, Z, U^(a), X^(a), Y^(a), and Z^(a) are defined below, are effective TACE and matrix metalloproteinses inhibitors.

DETAILED DESCRIPTION OF PREFERRED EMBODIMENTS

[0020] [1] Thus, in an embodiment, the present invention provides a novel compound of formula I:

[0021] or a stereoisomer or pharmaceutically acceptable salt form thereof, wherein;

[0022] A is C(═O), C(═S) or CH₂;

[0023] B is O or S;

[0024] L is O or S;

[0025] W is selected from (CR^(a)R^(a1))_(m), C₂₋₃ alkenylene, and C₂₋₃ alkynylene;

[0026] U is selected from: C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, and NR^(a1)C(O)NR^(a1);

[0027] X is absent or is selected from C₁₋₃ alkylene, C₂₋₃ alkenylene, and C₂₋₃ alkynylene;

[0028] Y is absent or is selected from O, NR^(a1), S(O)_(p), and C(O);

[0029] Z is selected from a C₃₋₁₃ carbocycle substituted with 0-5 R^(b), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b);

[0030] U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1);

[0031] X^(a) is absent or is selected from C₁₋₁₀ alkylene, C₂₋₁₀ alkenylene, and C₂₋₁₀ alkynylene;

[0032] Y^(a) is absent or is selected from O, NR^(a1), S(O)_(p), and C(O);

[0033] Z^(a) is selected from a C₃₋₁₃ carbocycle substituted with 0-5 R^(c) and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c);

[0034] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0035] R¹ is selected from CHF₂, CH₂F, CF₃, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(s)—Q, (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1), a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0036] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(r1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0037] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O) NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1);

[0038] Q, at each occurrence, is independently selected from H, CHF₂, CH₂F, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0039] Q¹, at each occurrence, is independently selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0040] R⁴ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b);

[0041] R⁵ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b);

[0042] n is 0 or 1;

[0043] alternatively, R² and R³, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c);

[0044] alternatively, when n is 1, R² and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c);

[0045] alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c);

[0046] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(s)NR^(a)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0047] R^(a), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl;

[0048] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl substituted with 0-1 R^(e), C₂₋₆ alkynyl substituted with 0-1 R^(e), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(e);

[0049] alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p);

[0050] R^(a2), at each occurrence, is independently selected from C₁₋₄ alkyl, phenyl, and benzyl;

[0051] R^(a3) ₁ at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), and —(CH₂)_(r)-3-⁸ membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(c1);

[0052] R^(b), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(c1), OR^(a), SR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), NR^(a)C(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), NR^(a)C(O)OR^(a), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, CHF₂, CH₂F, and phenyl;

[0053] R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, CF₃, CF₂CF₃, CH₂F, CHF₂, (CR^(a)R^(a1))_(r)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NCN)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NOR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r1)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)NR^(a)SO₂NR^(a)R^(a1); C₁₋₆ alkyl substituted with 0-2 R^(c1); C₂₋₆ alkenyl substituted with 0-2 R^(c1); C₂₋₆ alkynyl substituted with 0-2 R^(c1); (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1); and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0054] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-11 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond;

[0055] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds;

[0056] R^(c1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂;

[0057] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, (CH₂)_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(e), and a (CH₂)_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(e);

[0058] R^(e), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a), R^(a)NC(O)NR^(a)R^(a), OC(O)NR^(a)R^(a), R^(a)NC(O)OR^(a), S(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a), OS(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂;

[0059] m, at each occurrence, is selected from 0, 1, 2 and 3;

[0060] p, at each occurrence, is selected from 0, 1, and 2;

[0061] r, at each occurrence, is selected from 0, 1, 2, 3, and 4;

[0062] r1, at each occurrence, is selected from 0, 1, 2, 3, and 4;

[0063] s, at each occurrence, is selected from 2, 3, and 4; and

[0064] provided that when A is C(═O), L is O, R¹ is phenyl, U is NHC(O), and Z is 2-oxo-chromen-3-yl, then Z^(a) is other than 2-hydroxymethyl-3,4,5-trihydroxy-tetrahydopyran.

[0065] [2] In another embodiment, the present invention provides a novel compound, wherein;

[0066] W is (CHR^(a))_(m) or C₂₋₃ alkenylene;

[0067] U is selected from: C(O), C(O)O, OC(O), C(O)NR^(a1), and NR^(a1)C(O);

[0068] X is absent or is C₁₋₃ alkylene;

[0069] U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0070] X^(a) is absent or is selected from C₁₋₄ alkylene, C₂₋₄ alkenylene, and C₂₋₄ alkynylene;

[0071] Y^(a) is absent or is selected from O and NR^(a1);

[0072] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0073] R¹ is selected from CHF₂, CH₂F, CF₃, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q, a C₃₋₁₀ carbocycle substituted with 0-5 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0074] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0075] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1)) )_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), and (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q;

[0076] Q, at each occurrence, is independently selected from H, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0077] Q¹, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-5 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0078] R⁴ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl;

[0079] R⁵ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl;

[0080] n is 0 or 1;

[0081] alternatively, R² and R³, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-2 R^(c);

[0082] alternatively, when n is 1, R² and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-2 R^(c);

[0083] alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-2 R^(c);

[0084] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0085] R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₁₋₆ alkyl substituted with 0-1 R^(c1); C₂₋₆ alkenyl substituted with 0-1 R^(c1); C₂₋₆ alkynyl substituted with 0-1 R^(c1); (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1); and (CH₂)_(r)-5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0086] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; and

[0087] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds.

[0088] [3] In another embodiment, the present invention provides a novel compound, wherein;

[0089] A is C(═O) or CH₂;

[0090] B is O;

[0091] L is O;

[0092] U is selected from: C(O), C(O)NR^(a1), and NR^(a1)C(O);

[0093] X is absent, methylene or ethylene;

[0094] Z is selected from:

[0095] a C₃₋₈ cycloalkyl substituted with 0-5 R^(b);

[0096] a C₃₋₈ cycloalkenyl substituted with 0-5 R^(b);

[0097] phenyl substituted with 0-5 R^(b);

[0098] naphthyl substituted with 0-5 R^(b); and

[0099] a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b);

[0100] U^(a) is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), and S(O)_(p);

[0101] Z^(a) is selected from a C₅₋₁₀ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c);

[0102] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0103] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0104] Q¹, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(d);

[0105] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0106] Q, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-3 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(d);

[0107] R⁴ is selected from H and C₁₋₆ alkyl;

[0108] R⁵ is selected from H and C₁₋₆ alkyl;

[0109] n is 0 or 1;

[0110] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-10 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0111] R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl;

[0112] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl;

[0113] alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p);

[0114] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(c1);

[0115] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0116] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond;

[0117] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-6 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds;

[0118] R^(c1), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a1);

[0119] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(e), and a 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p); and

[0120] R^(e), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a).

[0121] [4] In another embodiment, the present invention provides a novel compound, wherein;

[0122] W is (CH₂)_(m) or C₂₋₃ alkenylene;

[0123] Z is selected from:

[0124] a C₄₋₈ cycloalkyl substituted with 0-3 R^(b);

[0125] a C₄₋₈ cycloalkenyl substituted with 0-3 R^(b);

[0126] phenyl substituted with 0-3 R^(b);

[0127] naphthyl substituted with 0-3 R^(b);

[0128] a 5-10 membered heterocycle substituted with 0-3 R^(b) and selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl,quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl;

[0129] Z^(a) is selected from:

[0130] phenyl substituted with 0-3 R^(c);

[0131] naphthyl substituted with 0-3 R^(c); and a 5-10 membered heterocycle substituted with 0-3 R^(c) and selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl;

[0132] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0133] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0134] Q, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(d);

[0135] R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl;

[0136] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl;

[0137] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl;

[0138] R^(b), at each occurrence, is independently selected from C₁₋₄ alkyl, OR^(a), Cl, F, ═O, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), S(O)_(p)R^(a3), and CF₃;

[0139] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); and

[0140] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, and (CH₂)_(r)-phenyl substituted with 0-2 R^(e).

[0141] [5] In another embodiment, the present invention provides a novel compound, wherein;

[0142] X is absent or is methylene;

[0143] Y is absent or is O;

[0144] Z is selected from:

[0145] phenyl substituted with 0-3 R^(b);

[0146] naphthyl substituted with 0-3 R^(b);

[0147] thiophenyl substituted with 0-2 R^(b);

[0148] oxazolyl substituted with 0-1 R^(b);

[0149] isoxazolyl substituted with 0-1 R^(b); and

[0150] thiazolyl substituted with 0-1 R^(b);

[0151] U^(a) is absent or is O;

[0152] X^(a) is selected from CH₂ and CH₂CH₂;

[0153] Y^(a) is absent or is O;

[0154] Z^(a) is selected from:

[0155] phenyl substituted with 0-3 R^(c);

[0156] pyridyl substituted with 0-3 R^(c);

[0157] indolyl substituted with 0-3 R^(c);

[0158] quinolinyl substituted with 0-3 R^(c);

[0159] benzimidazolyl substituted with 0-3 R^(c); and

[0160] 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl substituted with 0-3 R^(c);

[0161] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0162] R¹ is selected from C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d);

[0163] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C(O)NR^(a)R^(a1), C(O)(CR^(a)R^(a1))_(r)—Q¹, C(O)OR^(a1), and S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹;

[0164] Q¹, at each occurrence, is independently selected from H, a cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl;

[0165] R³ is selected from Q, C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0166] R⁴ is selected from H and C₁₋₄ alkyl;

[0167] R⁵ is selected from H and C₁₋₄ alkyl; and

[0168] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), and phenyl.

[0169] [6] In another embodiment, the present invention provides a novel compound, wherein;

[0170] R¹ is selected from C₁₋₆ alkylene-Q, NR^(a)(CR^(a)R^(a1))_(r)—Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(O)OR^(a1), C(O)NR^(a)R^(a1), NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, NR^(a)C(O)OR^(a1), S(O)_(p)(CR^(a)R^(a1))_(r)—Q, SO₂NR^(a)R^(a1), cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heterocycle substituted with 0-3 R^(d), wherein the heterocycle is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, isoxazolyl, piperindinyl, and piperazinyl;

[0171] R³ is selected from Q, C₁₋₆ alkylene-Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(O)OR^(a1), C(O)NR^(a)R^(a1), C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, and S(O)_(p)(CR^(a)R^(a1))_(r)—Q;

[0172] Q, at each occurrence, is independently selected from H, cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl;

[0173] R⁴ is selected from H, methyl, and ethyl;

[0174] R⁵ is selected from H, methyl, and ethyl;

[0175] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1),(CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), and (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3); and

[0176] r, at each occurrence, is selected from 0, 1, 2, and 3.

[0177] [7] In another preferred embodiment, the present invention provides a novel compound selected from the group:

[0178] 5-methyl-5-(3-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}-3-oxopropyl)-2,4,6(1H,3H,5H)-pyrimidinetrione;

[0179] 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide;

[0180] 4-[(1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide;

[0181] 4-[(2-methyl-4-quinolinyl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide;

[0182] 4-[(2-isopropyl-1H-benzimidazol-1-yl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide;

[0183] N-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}-2-(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)acetamide;

[0184] tert-butyl 4-{5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}-1-piperazinecarboxylate;

[0185] 4-[(2-methyl-4-quinolinyl)methoxy]-N-{[2,4,6-trioxo-5-(1-piperazinyl)hexahydro-5-pyrimidinyl]methyl}benzamide;

[0186] N-{[5-(4-methyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0187] 4-[(2-methyl-4-quinolinyl)methoxy]-N-({2,4,6-trioxo-5-[4-(2-propynyl)-1-piperazinyl]hexahydro-5-pyrimidinyl}methyl)benzamide;

[0188] 4-[(2-methyl-4-quinolinyl)methoxy]-N-({5-[4-(methylsulfonyl)-1-piperazinyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}methyl)benzamide;

[0189] tert-butyl 5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinylcarbamate;

[0190] N-[(5-methyl-2,4-dioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0191] 2-(5-methyl-2,4-dioxohexahydro-5-pyrimidinyl)-N-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}acetamide;

[0192] N-[(5-ethyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0193] N-{[5-(4-benzyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0194] N-[(5-isopropyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0195] 6-[(2-methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-2-naphthamide;

[0196] N-{[5-(4-isopropyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0197] N-{[5-(4-acetyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0198] 4-[(2-methyl-4-quinolinyl)methoxy]-N-({2,4,6-trioxo-5-[4-(3-pyridinylcarbonyl)-1-piperazinyl]hexahydro-5-pyrimidinyl}methyl)benzamide;

[0199] N-[(5-benzyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0200] 3-(2-methyl-4-quinolinyl)-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide;

[0201] tert-butyl 4-{5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}-1-piperidinecarboxylate;

[0202] 4-[(2-methyl-4-quinolinyl)methoxy]-N-{[2,4,6-trioxo-5-(4-piperidinyl)hexahydro-5-pyrimidinyl]methyl}benzamide;

[0203] N-({5-[1-(2,2-dimethylpropanoyl)-4-piperidinyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}methyl)-4-[(2-methyl-4-quinolinyl)methoxy]benzamide;

[0204] N-(5-methyl-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl)-4-phenoxy-benzamide;

[0205] biphenyl-4-carboxylic acid [(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]amide;

[0206] 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)-(4-pyridinyl)methyl]benzamide;

[0207] 4-(2-methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(4-pyridin-3-ylmethyl-piperazin-1-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide;

[0208] N-[5-(1-methyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide;

[0209] N-[5-(1-isopropyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide;

[0210] 4-(2-methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(1-prop-2-ynyl-piperidin-4-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide;

[0211] N-[5-(1-methanesulfonyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide;

[0212] 4-(2-methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(1-pyridin-3-ylmethyl-piperidin-4-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide;

[0213] 4-(2-methyl-quinolin-4-ylmethoxy)-N-{2,4,6-trioxo-5-[1-(tetrahydro-pyran-4-yl)-piperidin-4-yl]-hexahydro-pyrimidin-5-ylmethyl}-benzamide;

[0214] N-[5-(1-acetyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide;

[0215] N-{5-[1-(2,2-dimethyl-propionyl)-piperidin-4-yl]-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl}-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; and

[0216] 4-(2-methyl-quinolin-4-ylmethoxy)-N-{2,4,6-trioxo-5-[1-(pyridine-3-carbonyl)-piperidin-4-yl]-hexahydro-pyrimidin-5-ylmethyl}-benzamide;

[0217] or a pharmaceutically acceptable salt form thereof.

[0218] [8] Thus, in an embodiment, the present invention provides a novel compound of formula I:

[0219] or a stereoisomer or pharmaceutically acceptable salt form thereof, wherein;

[0220] A is C(═O), C(═S) or CH₂;

[0221] B is O or S;

[0222] L is O or S;

[0223] W is selected from (CR^(a)R^(a1))_(m), C₂₋₃ alkenylene, and C₂₋₃ alkynylene;

[0224] U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1);

[0225] X is absent or is selected from C₁₋₃ alkylene, C₂₋₃ alkenylene, and C₂₋₃ alkynylene;

[0226] Y is absent or is selected from O, NR^(a1), S(O)_(p) and C(O);

[0227] Z is absent or is selected from:

[0228] a C₃₋₁₃ carbocycle substituted with 0-5 R^(b); and

[0229] a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b);

[0230] U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1);

[0231] X^(a) is absent or is selected from C₁₋₁₀ alkylene, C₂₋₁₀ alkenylene, and C₂₋₁₀ alkynylene;

[0232] Y^(a) is absent or is selected from O, NR^(a1), S(O)_(p), and C(O);

[0233] Z^(a) is selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c);

[0234] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0235] provided that when Z is absent, Z^(a) is other than H;

[0236] R¹ and R², together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c);

[0237] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1);

[0238] Q, at each occurrence, is independently selected from H, CHF₂, CH₂F, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0239] R⁴ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b);

[0240] R⁵ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b);

[0241] n is 0 or 1;

[0242] alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR^(c), and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c);

[0243] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1),(CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(s)NR^(a)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0244] R^(a), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl;

[0245] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl substituted with 0-1 R^(e), C₂₋₆ alkynyl substituted with 0-1 R^(e), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(e);

[0246] alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p);

[0247] R^(a2), at each occurrence, is independently selected from C₁₋₄ alkyl, phenyl, and benzyl;

[0248] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(c1);

[0249] R^(b), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(c1), OR^(a), SR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), NR^(a)C(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), NR^(a)C(O)OR^(a), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(aS(O)) ₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, CHF₂, CH₂F, and phenyl;

[0250] R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, CF₃, CF₂CF₃, CH₂F, CHF₂, (CR^(a)R^(a1))_(r)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NCN)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NOR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)NR^(a)SO₂NR^(a)R^(a1); C₁₋₆ alkyl substituted with 0-2 R^(c1); C₂₋₆ alkenyl substituted with 0-2 R^(c1); C₂₋₆ alkynyl substituted with 0-2 R^(c1); (CR^(a)R^(a1))_(r)—C₃₋10 carbocycle substituted with 0-2 R^(c1); and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0251] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-11 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond;

[0252] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds;

[0253] R^(c1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂;

[0254] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(a)R^(a3), CF₃CF₂CF₃, (CH₂)_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(e), and a (CH₂)_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(e);

[0255] R^(e), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a), R^(a)NC(O)NR^(a)R^(a), OC(O)NR^(a)R^(a), R^(a)NC(O)OR^(a), S(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a), OS(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂;

[0256] m, at each occurrence, is selected from 0, 1, 2 and 3;

[0257] p, at each occurrence, is selected from 0, 1, and 2;

[0258] r, at each occurrence, is selected from 0, 1, 2, 3, and 4;

[0259] r1, at each occurrence, is selected from 0, 1, 2, 3, and 4;

[0260] s, at each occurrence, is selected from 2, 3, and 4; and

[0261] provided that when A is C(═O), B is O, L is O, and R¹ and R², together with the carbon atoms to which they are attached, combine to form 1,1-cyclopropyl,

[0262] (i) Z is absent, then Z^(a) is other than phenyl;

[0263] (ii) Z is phenylene, then Z^(a) is other than H.

[0264] [9] In another embodiment, the present invention provides a novel compound, wherein;

[0265] W is (CHR^(a))_(m) or C₂₋₃ alkenylene;

[0266] U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0267] X is absent or C₁₋₃ alkylene;

[0268] U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0269] X^(a) is absent or is selected from C₁₋₄ alkylene, C₂₋₄ alkenylene, and C₂₋₄ alkynylene;

[0270] Y^(a) is absent or is selected from O and NR^(a1); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0271] R¹ and R², together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c);

[0272] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1)) )_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), and (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q;

[0273] Q, at each occurrence, is independently selected from H, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d);

[0274] R⁴ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl;

[0275] R⁵ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl;

[0276] n is 0 or 1;

[0277] alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c);

[0278] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1, (CR) ^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0279] R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₁₋₆ alkyl substituted with 0-1 R^(c1); C₂₋₆ alkenyl substituted with 0-1 R^(c1); C₂₋₆ alkynyl substituted with 0-1 R^(c1); (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1); and (CH₂)_(r)-5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0280] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; and

[0281] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached, form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds.

[0282] [10] In another embodiment, the present invention provides a novel compound, wherein;

[0283] A is C(═O) or CH₂;

[0284] B is O;

[0285] L is O;

[0286] U is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0287] X is absent, methylene or ethylene;

[0288] Z is absent or is selected from:

[0289] a C₃₋₈ cycloalkyl substituted with 0-5 R^(b);

[0290] a C₃₋₈ cycloalkenyl substituted with 0-5 R^(b);

[0291] phenyl substituted with 0-5 R^(b);

[0292] naphthyl substituted with 0-5 R^(b); and

[0293] a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b);

[0294] U^(a), is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0295] Z^(a) is selected from H, a C₅₋₁₀ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c);

[0296] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0297] provided that when Z is absent, Z^(a) is other than H;

[0298] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0299] Q, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-3 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(d);

[0300] R⁴ is selected from H and C₁₋₆ alkyl;

[0301] R⁵ is selected from H and C₁₋₆ alkyl;

[0302] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-10 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1);

[0303] R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl;

[0304] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl;

[0305] alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p);

[0306] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and —(CH₂)_(r)-³-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p) and substituted with 0-3 R^(c1);

[0307] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1);

[0308] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond;

[0309] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-6 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds;

[0310] R^(c1), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a1);

[0311] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(e), and a 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p); and

[0312] R^(e), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a).

[0313] [11] In another embodiment, the present invention provides a novel compound, wherein;

[0314] W is (CH₂)_(m) or C₂₋₃ alkenylene;

[0315] Z is absent or selected from:

[0316] a C₄₋₈ cycloalkyl substituted with 0-3 R^(b);

[0317] a C₄₋₈ cycloalkenyl substituted with 0-3 R^(b);

[0318] phenyl substituted with 0-3 R^(b);

[0319] naphthyl substituted with 0-3 R^(b);

[0320] a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(b); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl;

[0321] Z^(a) is selected from: H;

[0322] phenyl substituted with 0-3 R^(c);

[0323] naphthyl substituted with 0-3 R^(c); and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(c); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl;

[0324] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0325] provided that when Z is absent, Z^(a) is other than H;

[0326] R¹ and R², together with the carbon atoms to which they are attached, combine to form a 4-7 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c);

[0327] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0328] Q, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d);

[0329] R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl;

[0330] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl;

[0331] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl;

[0332] R^(b), at each occurrence, is independently selected from C₁₋₄ alkyl, OR^(a), Cl, F, ═O, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), S(O)_(p)R^(a3), and CF₃;

[0333] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and

[0334] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, and (CH₂)_(r)-phenyl substituted with 0-2 R^(e).

[0335] [12] In another embodiment, the present invention provides a novel compound, wherein;

[0336] X is absent or is methylene;

[0337] Y is absent or is O;

[0338] Z is absent or is selected from:

[0339] phenyl substituted with 0-3 R^(b);

[0340] naphthyl substituted with 0-3 R^(b);

[0341] thiophenyl substituted with 0-2 R^(b);

[0342] oxazolyl substituted with 0-1 R^(b);

[0343] isoxazolyl substituted with 0-1 R^(b); and

[0344] thiazolyl substituted with 0-1 R^(b);

[0345] U^(a) is absent or is O;

[0346] Y^(a) is absent or is O;

[0347] Z^(a) is selected from: H;

[0348] phenyl substituted with 0-3 R^(c);

[0349] pyridyl substituted with 0-3 R^(c);

[0350] indolyl substituted with 0-3 R^(c);

[0351] quinolinyl substituted with 0-3 R^(c);

[0352] benzimidazolyl substituted with 0-3 R^(c); and

[0353] 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl substituted with 0-3 R^(c);

[0354] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0355] provided that when Z is absent, Z^(a) is other than H;

[0356] R¹ and R², together with the carbon atoms to which they are attached, combine to form a 5-6 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c);

[0357] R³ is selected from Q, C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0358] R⁴ is selected from H and C₁₋₄ alkyl;

[0359] R⁵ is selected from H and C₁₋₄ alkyl;

[0360] n is 0 or 1;

[0361] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O) pR^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-6 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and

[0362] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), and phenyl.

[0363] [13] In another embodiment, the present invention provides a novel compound, wherein;

[0364] R³ is selected from Q, C₁₋₆ alkylene-Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(O)OR^(a1), C(O)NR^(a)R^(a1), C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, and S(O)_(p)(CR^(a)R^(a1))_(r)—Q;

[0365] Q, at each occurrence, is independently selected from H, cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl;

[0366] R⁴ is selected from H, methyl, and ethyl;

[0367] R⁵ is selected from H, methyl, and ethyl;

[0368] R^(a2), at each occurrence, is independently selected from H, methyl, and ethyl;

[0369] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), and (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3); and

[0370] r, at each occurrence, is selected from 0, 1, 2, and 3.

[0371] [14] In another preferred embodiment, the present invention provides a novel compound selected from the group:

[0372] 4-[(2-methyl-4-quinolinyl)methoxy]-N-(1,3,5-trioxo-2,4-diazaspiro[5.5]undec-7-yl)benzamide trifluoroacetate;

[0373] 4-[(2-methyl-4-quinolinyl)methoxy]-N-(6,8,10-trioxo-7,9-diazaspiro[4.5]dec-1-yl)benzamide trifluoroacetate;

[0374] 4-[4-(2-methyl-quinolin-4-ylmethoxy)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester;

[0375] 4-[4-(1,1-dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester;

[0376] 4-[4-(2-isopropyl-benzoimidazol-1-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester;

[0377] 4-[4-(2-methyl-quinolin-4-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester;

[0378] 4-(2-methyl-quinolin-4-.ylmethoxy)-N-(6,8,10-trioxo-2-oxa-7,9-diaza-spiro[4.5]dec-4-yl)-benzamide;

[0379] 7-[4-(2-methyl-quinolin-4-ylmethoxy)-benzoylamino]-1,3,5-trioxo-2,4,9-triaza-spiro[5.5]undecane-9-carboxylic acid tert-butyl ester;

[0380] N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide;

[0381] N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide;

[0382] N-[2-(2,2-dimethyl-propionyl)-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide;

[0383] 4-(2-methyl-quinolin-4-ylmethoxy)-N-[6,8,10-trioxo-2-(pyridine-3-carbonyl)-2,7,9-triaza-spiro[4.5]dec-4-yl]-benzamide;

[0384] N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethyl)-benzamide;

[0385] N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethyl)-benzamide

[0386] N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-isopropyl-benzoimidazol-1-ylmethyl)-benzamide;

[0387] 4-(2-isopropyl-benzoimidazol-1-ylmethyl)-N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-benzamide;

[0388] N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(1,1-dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-benzamide;

[0389] 4-(1,1-Dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-benzamide; and

[0390] 1-(4-phenoxy)phenyl-5,7-diazaspiro[2.5]octane-4,6,8-trione;

[0391] or a pharmaceutically acceptable salt form thereof.

[0392] [15] Thus, in an embodiment, the present invention provides a novel compound of formula II:

[0393] or a stereoisomer or pharmaceutically acceptable salt form thereof, wherein;

[0394] A is C(═O), C(═S) or CH₂;

[0395] B is O or S;

[0396] L is O or S.;

[0397] W is selected from (CR^(a)R^(a1))_(m), C₂₋₃ alkenylene, and C₂₋₃ alkynylene;

[0398] U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1);

[0399] X is absent or is selected from C₁₋₃ alkylene, C₂₋₃ alkenylene, and C₂₋₃ alkynylene;

[0400] Y is absent or is selected from O, NR^(a1), S(O)_(p) and C(O);

[0401] Z is absent or is selected from:

[0402] a C₃₋₁₃ carbocycle substituted with 0-5 R^(b); and

[0403] a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(b);

[0404] U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1);

[0405] X^(a) is absent or is selected from C₁₋₁₀ alkylene, C₂₋₁₀ alkenylene, and C₂₋₁₀ alkynylene;

[0406] Y^(a) is absent or is selected from O, NR^(a1), S(O)_(p), and C(O);

[0407] Z^(a) is selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(c);

[0408] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0409] provided that when Z is absent, Z^(a) is other than H;

[0410] R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c);

[0411] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)SO₂(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(SO) ₂NR^(a)R^(a1);

[0412] Q¹, at each occurrence, is independently selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d);

[0413] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1);

[0414] Q, at each occurrence, is independently selected from H, CHF₂, CH₂F, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d);

[0415] R⁵ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b);

[0416] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(s)NR^(a)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1);

[0417] R^(a), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl;

[0418] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl substituted with 0-1 R^(e), C₂₋₆ alkynyl substituted with 0-1 R^(e), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p) and substituted with 0-3 R^(e);

[0419] alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p);

[0420] R^(a2), at each occurrence, is independently selected from C₁₋₄ alkyl, phenyl, and benzyl;

[0421] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p) and substituted with 0-3 R^(c1);

[0422] R^(b), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(c1), OR^(a), SR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), NR^(a)C(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), NR^(a)C(O)OR^(a), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(aS(O)) ₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, CHF₂, CH₂F, and phenyl;

[0423] R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, CF₃, CF₂CF₃, CH₂F, CHF₂, (CR^(a)R^(a1))_(r)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NCN)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NOR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r1)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3), and (CR^(a)R^(a1))_(r)NR^(a)SO₂NR^(a)R^(a1); C₁₋₆ alkyl substituted with 0-2 R^(c1); C₂₋₆ alkenyl substituted with 0-2 R^(c1); C₂₋₆ alkynyl substituted with 0-2 R^(c1); (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1); and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1);

[0424] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-11 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond;

[0425] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds;

[0426] R^(c1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂;

[0427] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)₂ R^(a3), CF₃, CF₂CF₃, (CH₂)_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(e), and a (CH₂)_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(e);

[0428] R^(e), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a), R^(a)NC(O)NR^(a)R^(a), OC(O)NR^(a)R^(a), R^(a)NC(O)OR^(a), S(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a), OS(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂;

[0429] m, at each occurrence, is selected from 0, 1, 2 and 3;

[0430] p, at each occurrence, is selected from 0, 1, and 2;

[0431] r, at each occurrence, is selected from 0, 1, 2, 3, and 4;

[0432] r1, at each occurrence, is selected from 0, 1, 2, 3, and 4;

[0433] s, at each occurrence, is selected from 2, 3, and 4; and

[0434] provided that when A is C(═O), B is O, L is O, and R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 1,3-cyclobutane,

[0435] (i) Z is absent, then Z^(a) is other than spiro[3.3]heptane;

[0436] (ii) Z is spiro[3.3]heptane, then Z^(a) is other than H.

[0437] [16] In another embodiment, the present invention provides a novel compound, wherein;

[0438] W is (CHR^(a))_(m) or C₂₋₃ alkenylene;

[0439] U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a) ¹C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0440] X is absent or C₁₋₃ alkylene;

[0441] U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0442] X^(a) is absent or is selected from C₁₋₄ alkylene, C₂₋₄ alkenylene, and C₂₋₄ alkynylene;

[0443] Y^(a) is absent or is selected from O and NR^(a1);

[0444] R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c);

[0445] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0446] Q¹, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-5 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d);

[0447] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), and (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q;

[0448] Q, at each occurrence, is independently selected from H, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d);

[0449] R⁵ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl;

[0450] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1);

[0451] R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂R^(a3); C₁₋₆ alkyl substituted with 0-1 R^(c1); C₂₋₆ alkenyl substituted with 0-1 R^(c1); C₂₋₆ alkynyl substituted with 0-1 R^(c1); (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1); and (CH₂)_(r)-5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1);

[0452] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; and

[0453] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds.

[0454] [17] In another embodiment, the present invention provides a novel compound, wherein;

[0455] A is C(═O) or CH₂;

[0456] B is O;

[0457] L is O;

[0458] U is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0459] X is absent, methylene or ethylene;

[0460] Z is absent or is selected from:

[0461] a C₃₋₈ cycloalkyl substituted with 0-5 R^(b);

[0462] a C₃₋₈ cycloalkenyl substituted with 0-5 R^(b);

[0463] phenyl substituted with 0-5 R^(b);

[0464] naphthyl substituted with 0-5 R^(b); and

[0465] a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(b);

[0466] U^(a) is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p);

[0467] Z^(a) is selected from H, a C₅₋₁₀ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(c);

[0468] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0469] provided that when Z is absent, Z^(a) is other than H;

[0470] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0471] Q¹, at each occurrence, is independently selected form H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d);

[0472] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0473] Q, at each occurrence, is independently selected form H, a C₃₋₁₀ carbocycle substituted with 0-3 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d);

[0474] R⁵ is selected from H and C₁₋₆ alkyl;

[0475] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-10 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1);

[0476] R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl;

[0477] R^(a1) ¹ at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl;

[0478] alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p);

[0479] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and s(O)_(p) and substituted with 0-3 R^(c1);

[0480] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1);

[0481] alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond;

[0482] alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-6 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds;

[0483] R^(c1), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a1);

[0484] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(e), and a 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p); and

[0485] R^(e), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a).

[0486] [18] In another embodiment, the present invention provides a novel compound, wherein;

[0487] W is (CH₂)_(m) or C₂₋₃ alkenylene;

[0488] Z is absent or is selected from:

[0489] a C₄₋₈ cycloalkyl substituted with 0-3 R^(b);

[0490] a C₄₋₈ cycloalkenyl substituted with 0-3 R^(b);

[0491] phenyl substituted with 0-3 R^(b);

[0492] naphthyl substituted with 0-3 R^(b); a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(b); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl;

[0493] Z^(a) is selected from: H;

[0494] phenyl substituted with 0-3 R^(c);

[0495] naphthyl substituted with 0-3 R^(c); and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(c); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl;

[0496] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0497] provided that when Z is absent, Z^(a) is other than H;

[0498] R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 4-7 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c);

[0499] R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r1)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0500] Q, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d);

[0501] R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl;

[0502] R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl;

[0503] R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl;

[0504] R^(b), at each occurrence, is independently selected from C₁₋₄ alkyl, OR^(a), Cl, F, ═O, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), S(O)_(p)R^(a3), and CF₃;

[0505] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and

[0506] R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, and (CH₂)_(r)-phenyl substituted with 0-2 R^(e); and

[0507] provided that when A is C(═O), B is O, L is O, and R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 1,3-cyclobutane, and Z is spiro[3.3]heptane, then Z^(a) is other than H.

[0508] [19] In another embodiment, the present invention provides a novel compound, wherein;

[0509] X is absent or is methylene;

[0510] Y is absent or is O;

[0511] Z is absent or is selected from:

[0512] phenyl substituted with 0-3 R^(b);

[0513] naphthyl substituted with 0-3 R^(b);

[0514] thiophenyl substituted with 0-2 R^(b);

[0515] oxazolyl substituted with 0-1 R^(b);

[0516] isoxazolyl substituted with 0-1 R^(b); and

[0517] thiazolyl substituted with 0-1 R^(b);

[0518] U^(a) is absent or is O;

[0519] Y^(a) is absent or is O;

[0520] Z^(a) is selected from: H;

[0521] phenyl substituted with 0-3 R^(c);

[0522] pyridyl substituted with 0-3 R^(c);

[0523] indolyl substituted with 0-3 R^(c);

[0524] quinolinyl substituted with 0-3 R^(c);

[0525] benzimidazolyl substituted with 0-3 R^(c); and

[0526] 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl substituted with 0-3 R^(c);

[0527] provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group;

[0528] provided that when Z is absent, Z^(a) is other than H;

[0529] R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 5-6 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c);

[0530] R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C(O)NR^(a)R^(a1), C(O)(CR^(a)R^(a1))_(r)—Q¹, C(O)OR^(a1), and S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹;

[0531] Q¹, at each occurrence, is independently selected from H, a cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl;

[0532] R³ is selected from Q, C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1);

[0533] R⁵ is selected from H and C₁₋₄ alkyl;

[0534] R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-6 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and

[0535] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), and phenyl.

[0536] [20] In another embodiment, the present invention provides a novel compound, wherein;

[0537] R³ is selected from Q, C₁₋₆ alkylene-Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(O)OR^(a1), C(O)NR^(a)R^(a1), C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, and S(O)_(p)(CR^(a)R^(a1))_(r)—Q;

[0538] Q, at each occurrence, is independently selected from H, cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl;

[0539] R⁵ is selected from H, methyl, and ethyl;

[0540] R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), and (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3); and

[0541] r, at each occurrence, is selected from 0, 1, 2, and 3.

[0542] [21] In another preferred embodiment, the present invention provides a novel compound selected from the group:

[0543] 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(2S)-6,8,10-trioxo-7,9-diazaspiro[4.5]dec-2-yl]benzamide; and

[0544] 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(2R)-6,8,10-trioxo-7,9-diazaspiro[4.5]dec-2-yl]benzamide;

[0545] or a pharmaceutically acceptable salt form thereof.

[0546] In another embodiment, the present invention provides a novel pharmaceutical composition, comprising: a pharmaceutically acceptable carrier and a therapeutically effective amount of a compound of the present invention or a pharmaceutically acceptable salt form thereof.

[0547] In another embodiment, the present invention provides a novel method for treating an inflammatory disorder, comprising: administering to a patient in need thereof a therapeutically effective amount of a compound of the present invention or a pharmaceutically acceptable salt form thereof.

[0548] In another embodiment, the present invention provides a novel method of treating a condition or disease mediated by MMPs, TACE, aggrecanase, or a combination thereof in a mammal, comprising: administering to the mammal in need of such treatment a therapeutically effective amount of a compound of the present invention or a pharmaceutically acceptable salt form thereof.

[0549] In another embodiment, the present invention provides a novel method comprising: administering a compound of the present invention or a pharmaceutically acceptable salt form thereof in an amount effective to treat a condition or disease mediated by MMPs, TACE, aggrecanase, or a combination thereof.

[0550] In another embodiment, the present invention provides a novel method of treating a disease or condition, wherein the disease or condition is selected from acute infection, acute phase response, age related macular degeneration, alcoholic liver disease, allergy, allergic asthma, anorexia, aneurism, aortic aneurism, asthma, atherosclerosis, atopic dermatitis, autoimmune disease, autoimmune hepatitis, Bechet's disease, cachexia, calcium pyrophosphate dihydrate deposition disease, cardiovascular effects, chronic fatigue syndrome, chronic obstruction pulmonary disease, coagulation, congestive heart failure, corneal ulceration, Crohn's disease, enteropathic arthropathy, Felty's syndrome, fever, fibromyalgia syndrome, fibrotic disease, gingivitis, glucocorticoid withdrawal syndrome, gout, graft versus host disease, hemorrhage, HIV infection, hyperoxic alveolar injury, infectious arthritis, inflammation, intermittent hydrarthrosis, Lyme disease, meningitis, multiple sclerosis, myasthenia gravis, mycobacterial infection, neovascular glaucoma, osteoarthritis, pelvic inflammatory disease, periodontitis, polymyositis/dermatomyositis, post-ischaemic reperfusion injury, post-radiation asthenia, psoriasis, psoriatic arthritis, pulmonary emphysema, pydoderma gangrenosum, relapsing polychondritis, Reiter's syndrome, rheumatic fever, rheumatoid arthritis, sarcoidosis, scleroderma, sepsis syndrome, Still's disease, shock, Sjogren's syndrome, skin inflammatory diseases, solid tumor growth and tumor invasion by secondary metastases, spondylitis, stroke, systemic lupus erythematosus, ulcerative colitis, uveitis, vasculitis, and Wegener's granulomatosis.

[0551] In another embodiment, the present invention provides novel compounds of the present invention for use in therapy.

[0552] In another embodiment, the present invention provides the use of novel compounds of the present invention for the manufacture of a medicament for the treatment of a condition or disease mediated by MMPs, TACE, aggrecanase, or a combination thereof.

[0553] In another embodiment, the present invention provides a method for treating inflammatory disorders, comprising: administering, to a mammal in need of such treatment, a therapeutically effective amount of one of the compounds of the present invention, in combination with one or more additional anti-inflammatory agents selected from selective COX-2 inhibitors, interleukin-1 antagonists, dihydroorotate synthase inhibitors, p38 MAP kinase inhibitors, TNF-α inhibitors, TNF-α sequestration agents, and methotrexate.

[0554] This invention also encompasses all combinations of preferred aspects of the invention noted herein. It is understood that any and all embodiments of the present invention may be taken in conjunction with any other embodiment to describe additional even more preferred embodiments of the present invention. It is also understood that each and every element of any embodiment is intended to be a separate specific embodiment. Furthermore, any elements of an embodiment are meant to be combined with any and all other elements from any of the embodiments to describe additional embodiments.

Definitions

[0555] The compounds herein described may have asymmetric centers. Compounds of the present invention containing an asymmetrically substituted atom may be isolated in optically active or racemic forms. It is well known in the art how to prepare optically active forms, such as by resolution of racemic forms or by synthesis from optically active starting materials. Geometric isomers of double bonds such as olefins and C═N double bonds can also be present in the compounds described herein, and all such stable isomers are contemplated in the present invention. Cis and trans geometric isomers of the compounds of the present invention are described and may be isolated as a mixture of isomers or as separated isomeric forms. All chiral, diastereomeric, and racemic forms and all geometric isomeric forms of a structure are intended, unless the specific stereochemistry or isomeric form is specifically indicated. All processes used to prepare compounds of the present invention and intermediates made therein are considered to be part of the present invention.

[0556] Preferably, the molecular weight of compounds of the present invention is less than about 500, 550, 600, 650, 700, 750, 800, 850, or 900 grams per mole. More preferably, the molecular weight is less than about 850 grams per mole. Even more preferably, the molecular weight is less than about 750 grams per mole. Still more preferably, the molecular weight is less than about 700 grams per mole.

[0557] The term “substituted,” as used herein, means that any one or more hydrogens on the designated atom is replaced with a selection from the indicated group, provided that the designated atom's normal valency is not exceeded, and that the substitution results in a stable compound. When a substituent is keto (i.e., ═O), then 2 hydrogens on the atom are replaced. Keto substituents are not present on aromatic moieties. When a ring system (e.g., carbocyclic or heterocyclic) is said to be substituted with a carbonyl group or a double bond, it is intended that the carbonyl group or double bond be part (i.e., within) of the ring.

[0558] The present invention is intended to include all isotopes of atoms occurring in the present compounds. Isotopes include those atoms having the same atomic number but different mass numbers. By way of general example and without limitation, isotopes of hydrogen include tritium and deuterium. Isotopes of carbon include C-13 and C-14.

[0559] The term “independently selected from”, “independently, at each occurrence” or similar language, means that the labeled R substitution group may appear more than once and that each appearance may be a different atom or molecule found in the definition of that labeled R substitution group. Thus if the labeled R^(a) substitution group appear four times in a given permutation of Formula I, then each of those labeled R^(a) substitution groups may be a different group falling in the definition of R^(a). Also, combinations of substituents and/or variables are permissible only if such combinations result in stable compounds.

[0560] When a bond to a substituent is shown to cross a bond connecting two atoms in a ring, then such substituent may be bonded to any atom on the ring. When a substituent is listed without indicating the atom via which such substituent is bonded to the rest of the compound of a given formula, then such substituent may be bonded via any atom in such substituent. Combinations of substituents and/or variables are permissible only if such combinations result in stable compounds.

[0561] It is understood by one skilled in the art that in Formula I, once R² and R³ together with the carbon atom to which they are attached combine to form a ring, R² is not available to form a ring with R⁴. Similarly, once R² and R⁴ together with the carbon atom to which they are attached combine to form a ring, R⁴ is not available to form a ring with R⁵.

[0562] In cases wherein there are amines on the compounds of this invention, these can be converted to amine N-oxides by treatment with MCPBA and or hydrogen peroxides to afford other compounds of this invention. Thus, all shown amines are considered to cover both the shown amine and its N-oxide (N→O) derivative.

[0563] As used herein, “alkyl” or “alkylene” is intended to include both branched and straight-chain saturated aliphatic hydrocarbon groups having the specified number of carbon atoms. C₁₋₁₀ alkyl (or alkylene), is intended to include C₁, C₂, C₃, C₄, C₅, C₆, C₇, C₈, C₉, and C₁₀ alkyl groups. Examples of alkyl include, but are not limited to, methyl, ethyl, n-propyl, i-propyl, n-butyl, s-butyl, t-butyl, n-pentyl, and s-pentyl. “Haloalkyl” is intended to include both branched and straight-chain saturated aliphatic hydrocarbon groups having the specified number of carbon atoms, substituted with 1 or more halogen (for example —C_(v)F_(w) where v=1 to 3 and w=1 to (2v+1)). Examples of haloalkyl include, but are not limited to, trifluoromethyl, trichloromethyl, pentafluoroethyl, and pentachloroethyl. “Alkoxy” represents an alkyl group as defined above with the indicated number of carbon atoms attached through an oxygen bridge. C₁₋₁₀ alkoxy, is intended to include C₁, C₂, C₃, C₄, C₅, C₆, C₇, C₈, C₉, and C₁₀ alkoxy groups. Examples of alkoxy include, but are not limited to, methoxy, ethoxy, n-propoxy, i-propoxy, n-butoxy, s-butoxy, t-butoxy, n-pentoxy, and s-pentoxy. “Cycloalkyl” is intended to include saturated ring groups, such as cyclopropyl, cyclobutyl, or cyclopentyl. C₃₋₇ cycloalkyl, is intended to include C₃, C₄, C₅, C₆, and C₇ cycloalkyl groups. “Alkenyl” or “alkenylene” is intended to include hydrocarbon chains of either a straight or branched configuration and one or more unsaturated carbon-carbon bonds which may occur in any stable point along the chain, such as ethenyl and propenyl. C₂₋₁₀ alkenyl (or alkenylene), is intended to include C₂, C₃, C₄, C₅, C₆, C₇, C₈, C₉, and C₁₀ alkenyl groups. “Alkynyl” or “alkynylene” is intended to include hydrocarbon chains of either a straight or branched configuration and one or more triple carbon-carbon bonds which may occur in any stable point along the chain, such as ethynyl and propynyl. C₂₋₁₀ alkynyl (or alkynylene), is intended to include C₂, C₃, C₄, C₅, C₆, C₇, C₈, C₉, and C₁₀ alkynyl groups.

[0564] “Halo” or “halogen” as used herein refers to fluoro, chloro, bromo, and iodo; and “counterion” is used to represent a small, negatively charged species such as chloride, bromide, hydroxide, acetate, and sulfate.

[0565] As used herein, “carbocycle” or “carbocyclic residue” is intended to mean any stable 3, 4, 5, 6, or 7-membered monocyclic or bicyclic or 7, 8, 9, 10, 11, 12, or 13-membered bicyclic or tricyclic, any of which may be saturated, partially unsaturated, or aromatic. Examples of such carbocycles include, but are not limited to, cyclopropyl, cyclobutyl, cyclopentyl, cyclohexyl, cycloheptyl, adamantyl, cyclooctyl, [3.3.0]bicyclooctane, [4.3.0]bicyclononane, [4.4.0]bicyclodecane, [2.2.2]bicyclooctane, fluorenyl, phenyl, naphthyl, indanyl, adamantyl, and tetrahydronaphthyl.

[0566] As used herein, the term “heterocycle” or “heterocyclic group” is intended to mean a stable 5, 6, or 7-membered monocyclic or bicyclic or 7, 8, 9, or 10-membered bicyclic heterocyclic ring which is saturated, partially unsaturated or unsaturated (aromatic), and which consists of carbon atoms and 1, 2, 3, or 4 heteroatoms independently selected from the group consisting of N, O and S and including any bicyclic group in which any of the above-defined heterocyclic rings is fused to a benzene ring. The nitrogen and sulfur heteroatoms may optionally be oxidized. The nitrogen atom may be substituted or unsubstituted (i.e., N or NR wherein R is H or another substituent, if defined). The heterocyclic ring may be attached to its pendant group at any heteroatom or carbon atom that results in a stable structure. The heterocyclic rings described herein may be substituted on carbon or on a nitrogen atom if the resulting compound is stable. A nitrogen in the heterocycle may optionally be quaternized. It is preferred that when the total number of S and O atoms in the heterocycle exceeds 1, then these heteroatoms are not adjacent to one another. It is preferred that the total number of S and O atoms in the heterocycle is not more than 1. As used herein, the term “aromatic heterocyclic group” or “heteroaryl” is intended to mean a stable 5, 6, or 7-membered monocyclic or bicyclic or 7, 8, 9, or 10-membered bicyclic heterocyclic aromatic ring which consists of carbon atoms and 1, 2, 3, or 4 heterotams independently selected from the group consisting of N, O and S. It is to be noted that total number of S and O atoms in the aromatic heterocycle is not more than 1.

[0567] Examples of heterocycles include, but are not limited to, acridinyl, azocinyl, benzimidazolyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, benzimidazolinyl, carbazolyl, 4aH-carbazolyl, carbolinyl, chromanyl, chromenyl, cinnolinyl, decahydroquinolinyl, 2H, 6H-1,5,2-dithiazinyl, dihydrofuro[2,3-b]tetrahydrofuran, furanyl, furazanyl, imidazolidinyl, imidazolinyl, imidazolyl, 1H-indazolyl, indolenyl, indolinyl, indolizinyl, indolyl, 3H-indolyl, isobenzofuranyl, isochromanyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, isothiazolyl, isoxazolyl, methylenedioxyphenyl, morpholinyl, naphthyridinyl, octahydroisoquinolinyl, oxadiazolyl, 1,2,3-oxadiazolyl, 1,2,4-oxadiazolyl, 1,2,5-oxadiazolyl, 1,3,4-oxadiazolyl, oxazolidinyl, oxazolyl, oxazolidinyl, pyrimidinyl, phenanthridinyl, phenanthrolinyl, phenazinyl, phenothiazinyl, phenoxathiinyl, phenoxazinyl, phthalazinyl, piperazinyl, piperidinyl, piperidonyl, 4-piperidonyl, piperonyl, pteridinyl, purinyl, pyranyl, pyrazinyl, pyrazolidinyl, pyrazolinyl, pyrazolyl, pyridazinyl, pyridooxazole, pyridoimidazole, pyridothiazole, pyridinyl, pyridyl, pyrrolidinyl, pyrrolinyl, 2H-pyrrolyl, pyrrolyl, quinazolinyl, quinolinyl, 4H-quinolizinyl, quinoxalinyl, quinuclidinyl, tetrahydrofuranyl, tetrahydroisoquinolinyl, tetrahydroquinolinyl, tetrazolyl, 6H-1,2,5-thiadiazinyl, 1,2,3-thiadiazolyl, 1,2,4-thiadiazolyl, 1,2,5-thiadiazolyl, 1,3,4-thiadiazolyl, thianthrenyl, thiazolyl, thienyl, thienothiazolyl, thienooxazolyl, thienoimidazolyl, thiophenyl, triazinyl, 1,2,3-triazolyl, 1,2,4-triazolyl, 1,2,5-triazolyl, 1,3,4-triazolyl, xanthenyl, 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl, 1,1-dioxido-3,4-dihydro-2H-1-benzothiopyran-4-yl, 3,4-dihydro-2H-chromen-4-yl, imidazo[1,2-a]pyridinyl, imidazo[1,5-a]pyridinyl, and pyrazolo[1,5-a]pyridinyl. Also included are fused ring and spiro compounds containing, for example, the above heterocycles.

[0568] The phrase “pharmaceutically acceptable” is employed herein to refer to those compounds, materials, compositions, and/or dosage forms which are, within the scope of sound medical judgment, suitable for use in contact with the tissues of human beings and animals without excessive toxicity, irritation, allergic response, or other problem or complication, commensurate with a reasonable benefit/risk ratio.

[0569] As used herein, “pharmaceutically acceptable salts” refer to derivatives of the disclosed compounds wherein the parent compound is modified by making acid or base salts thereof. Examples of pharmaceutically acceptable salts include, but are not limited to, mineral or organic acid salts of basic residues such as amines; and alkali or organic salts of acidic residues such as carboxylic acids. The pharmaceutically acceptable salts include the conventional non-toxic salts or the quaternary ammonium salts of the parent compound formed, for example, from non-toxic inorganic or organic acids. For example, such conventional non-toxic salts include those derived from inorganic acids such as hydrochloric, hydrobromic, sulfuric, sulfamic, phosphoric, and nitric; and the salts prepared from organic acids such as acetic, propionic, succinic, glycolic, stearic, lactic, malic, tartaric, citric, ascorbic, pamoic, maleic, hydroxymaleic, phenylacetic, glutamic, benzoic, salicylic, sulfanilic, 2-acetoxybenzoic, fumaric, toluenesulfonic, methanesulfonic, ethane disulfonic, oxalic, and isethionic.

[0570] The pharmaceutically acceptable salts of the present invention can be synthesized from the parent compound that contains a basic or acidic moiety by conventional chemical methods. Generally, such salts can be prepared by reacting the free acid or base forms of these compounds with a stoichiometric amount of the appropriate base or acid in water or in an organic solvent, or in a mixture of the two; generally, nonaqueous media like ether, ethyl acetate, ethanol, isopropanol, or acetonitrile are preferred. Lists of suitable salts are found in Remington's Pharmaceutical Sciences, 17th ed., Mack Publishing Company, Easton, Pa., 1985, p. 1418, the disclosure of which is hereby incorporated by reference.

[0571] Since prodrugs are known to enhance numerous desirable qualities of pharmaceuticals (e.g., solubility, bioavailability, manufacturing, etc.) the compounds of the present invention may be delivered in prodrug form. Thus, the present invention is intended to cover prodrugs of the presently claimed compounds, methods of delivering the same and compositions containing the same. “Prodrugs” are intended to include any covalently bonded carriers that release an active parent drug of the present invention in vivo when such prodrug is administered to a mammalian subject. Prodrugs the present invention are prepared by modifying functional groups present in the compound in such a way that the modifications are cleaved, either in routine manipulation or in vivo, to the parent compound. Prodrugs include compounds of the present invention wherein a hydroxy, amino, or sulfhydryl group is bonded to any group that, when the prodrug of the present invention is administered to a mammalian subject, it cleaves to form a free hydroxyl, free amino, or free sulfhydryl group, respectively. Examples of prodrugs include, but are not limited to, acetate, formate and benzoate derivatives of alcohol and amine functional groups in the compounds of the present invention.

[0572] “Stable compound” and “stable structure” are meant to indicate a compound that is sufficiently robust to survive isolation to a useful degree of purity from a reaction mixture, and formulation into an efficacious therapeutic agent.

[0573] As used herein, “treating” or “treatment” cover the treatment of a disease-state in a mammal, particularly in a human, and include: (a) preventing the disease-state from occurring in a mammal, in particular, when such mammal is predisposed to the disease-state but has not yet been diagnosed as having it; (b) inhibiting the disease-state, i.e., arresting it development; and/or (c) relieving the disease-state, i.e., causing regression of the disease state.

[0574] “Therapeutically effective amount” is intended to include an amount of a compound of the present invention or an amount of the combination of compounds claimed effective to inhibit a desired metalloprotease in a mammal. The combination of compounds is preferably a synergistic combination. Synergy, as described for example by Chou and Talalay, Adv. Enzyme Regul. 22:27-55 (1984), occurs when the effect (in this case, inhibition of the desired target) of the compounds when administered in combination is greater than the additive effect of the compounds when administered alone as a single agent. In general, a synergistic effect is most clearly demonstrated at suboptimal concentrations of the compounds. Synergy can be in terms of lower cytotoxicity, increased anti-inflammatory effect, or some other beneficial effect of the combination compared with the individual components.

Synthesis

[0575] The compounds of the present invention can be prepared in a number of ways well known to one skilled in the art of organic synthesis. The compounds of the present invention can be synthesized using the methods described below, together with synthetic methods known in the art of synthetic organic chemistry, or variations thereon as appreciated by those skilled in the art. Preferred methods include, but are not limited to, those described below. All references cited herein are hereby incorporated in their entirety herein by reference.

[0576] The novel compounds of this invention may be prepared using the reactions and techniques described in this section. The reactions are performed in solvents appropriate to the reagents and materials employed and are suitable for the transformations being effected. Also, in the description of the synthetic methods described below, it is to be understood that all proposed reaction conditions, including choice of solvent, reaction atmosphere, reaction temperature, duration of the experiment and work up procedures, are chosen to be the conditions standard for that reaction, which should be readily recognized by one skilled in the art. It is understood by one skilled in the art of organic synthesis that the functionality present on various portions of the molecule must be compatible with the reagents and reactions proposed. Such restrictions to the substituents that are compatible with the reaction conditions will be readily apparent to one skilled in the art and alternate methods must then be used.

[0577] Compounds of formula I, wherein A is C(═O), B is O and L is O, can be synthesized using a variety of literature methods. For example, starting from diester 1 and urea (Scheme 1), the pyrimidinetrione 3 can be prepared by treatment with sodium methoxide in methanol (Reddy, D. B. et al. Heterocyclic Chem. 1993, 4, 55), magnesium methoxide generated in situ (Blicke, F. F. et al. J. Am. Chem. Soc. 1941, 63, 2945), or potassium tert-butoxide in DMSO (Fraser, W. et al. J. Chem. Soc. Perkin Trans. I 1990, 3137). Alternatively, 3 can be synthesized from di-amide 2 using diethyl carbonate, sodium hydroxide and ammonia (Shimo, K. et al. J. Org. Chem. 1959, 24, 19).

[0578] A series of pyrimidinetriones where U—X—Y—Z group is a phenone can be prepared following a sequence outlined in Scheme 2. TBS protection and reduction of 4-hydroxycinnamic acid 4 provide alcohol 5. Conversion to bromide and coupling with properly functionalized malonate 7 give diester 8. The silyl protecting group can be removed with TBAF and the resultant phenol 9 is functionalized with ClCH₂—Z^(a) (10). Compound 11 is converted to pyrimidinetrione following conditions outlined in Scheme 1. The olefin moiety in 12 is converted to ketone 13 using a modified Wacker oxidation (Miller, D. G. et al. J. Org. Chem. 1990, 55, 2924).

[0579] A series of pyrimidinetriones where —U— is an NHC(O) group can be prepared following a sequence outlined in Scheme 3. Malonate diester 7 is alkylated to provide disubstituted malonate 14. The olefin group is converted to aldehyde by ozonolysis and further oxidized to acid with sodium chlorite. Curtius rearrangement in the presence of benzyl alcohol gives Cbz-protected amine 17. After removal of the Cbz group, amine 18 is coupled with functionalized acid chloride 19 or acid 20. Diester 21 is converted to pyrimidinetrione 22 following conditions outlined in Scheme 1.

[0580] Alternatively, amine 18 can be prepared by alkylation of malonate 7 with N-bromomethyl succinimide 23 (Scheme 4). The succinyl group can be removed by treatment with hydrazine to provide amine 18. Conversion of 18 to 22 is outlined in Scheme 3.

[0581] As another alternative, dimethyl malonate 7 is converted to dibenzylamino derivative 25 via Mannich reaction with paraformaldehyde and dibenzylamine (Scheme 5). Debenzylation under hydrogenation conditions yields amine 18. Conversion of 18 to 22 is outlined in Scheme 3.

[0582] A series of pyrimidinetriones where R¹ and R² combine to form a carbocyclic ring or a cyclic ether can be prepared following a sequence outline in Scheme 6. The cyclic acid 26 is either commercially available or prepared following published procedures (WO 01/70673). Acid 26 is first esterified and then treated with LDA and methyl chloroformate to effect carbometoxylation. Diester 28 is converted to pyrimidinetrione 29 following previously described conditions. After removal of the Boc protecting group, the resultant amine 30 is coupled with acid chloride 19 or acid 20 to complete the synthesis of 31.

[0583] A series of pyrimidinetriones where R¹ and R⁴ combine to form a carbocyclic ring can be prepared following a sequence outlined in Scheme 6a. Acid 26a is first esterified and then treated with LDA and methyl chloroformate to effect carbometoxylation. Diester 28a is converted to pyrimidinetrione 29a following previously described conditions. After removal of the Boc protecting group, the resultant amine 30a is coupled with acid chloride 19 or acid 20 to complete the synthesis of 31a.

[0584] A series of pyrimidinetriones where R¹ is a functionalized piperazinyl group can be prepared following a sequence outlined in Scheme 7. Piperazine 33 is alkylated with dimethyl bromomalonate 32 to give 34. Mannich reaction of 34 with peraformaldehyde and dibenzyl amine yields 35. The benzyl groups are removed and amine 36 is coupled with acid chloride 19 or acid 20. After conversion of 37 to 38 using previously described conditions, the Boc group is removed and the piperazine is converted to tertiary amines by reductive amination, amides by reaction with anhydrides or acid chlorides, sulfonamides with sulfonyl chlorides, ureas with isocyanates, or carbamates with chloroformates.

[0585] A series of pyrimidinetriones where R¹ is a 4-piperidinyl group is prepared following a sequence outlined in Scheme 8. Condensation of dimethyl malonate 41 with piperidone 42 gives piperidinylmalonate 44 after hydrogenation. Alkylation of 44 with N-bromomethyl phthalimide yields 45, which is deprotected, coupled with 19 or 20, and converted to 48 following conditions described previously. Removal of Boc group and functionalization with R^(d) complete the synthesis of 50.

[0586] A series of pyrimidinediones of formula 63 can be prepared following a sequence outlined in Scheme 9. After Boc protection of β-alanine, consecutive alkylation with R¹-I and allyl bromide is effected with LDA in the presence of HMPA. Deprotection of Boc group and reaction with p-nitrophenyl chloroformate provide carbamate 57 which is converted to urea 58. Pyrimidinedione formation is effected with a base such as cesium carbonate. Olefin 59 is then converted to acid 61 via consecutive oxidations and coupled with amine 62 to complete the synthesis.

[0587] A series of pyrimidinediones of formula 67 can be synthesized following a sequence outlined in Scheme 10. Acid 61 is converted to acyl azide 64 by formation of mixed anhydride and treatment with sodium azide. Curtius rearrangement in the presence benzyl alcohol gives Cbz-protected amine 65. Deprotection and coupling with acid chloride 19 or acid 20 complete the synthesis of 67.

[0588] A series of pyrimidinetriones where R¹ and R² combine to form cyclic amines can be prepared following a sequence outline in Scheme 11. The cyclic amino ester 68 is prepared following published procedures (WO 01/70673). 68 is first protected with Cbz group and then treated with LDA and methyl chloroformate to effect carbometoxylation. Diester 70 is converted to pyrimidinetrione 71 following previously described conditions. After removal of the Cbz protecting group, the resultant amine 72 is coupled with acid chloride 19 or acid 20 to provide 73. After removal of the Boc group, the resultant amine is converted to tertiary amines by reductive amination, amides by reaction with anhydrides or acid chlorides, sulfonamides with sulfonyl chlorides, ureas with isocyanates, or carbamates with chloroformates.

[0589] One isomer of a compound of Formula I may display superior activity compared with the others. Thus, the following eight stereoisomers (I-A to I-H) are considered to be a part of the present invention. Each stereoisomer can be synthesized selectively using the chemistry described in the previous sections, or synthesized as a mixture and separated at intermediate or final compound stage by HPLC or chiral HPLC.

[0590] When required, separation of the racemic material can be achieved by HPLC using a chiral column or by a resolution using a resolving agent such as camphonic chloride as in Wilen, S. H. Tables of Resolving Agents and Optical Resolutions 1972, 308 pp or using enantiomerically pure acids and bases. A chiral compound of Formula I may also be directly synthesized using a chiral catalyst or a chiral ligand, e.g., Jacobsen, E. Acc. Chem. Res. 2000, 33, 421-431 or using other enantio- and diastereo-selective reactions and reagents known to one skilled in the art of asymmetric synthesis.

[0591] Other features of the invention will become apparent in the course of the following descriptions of exemplary embodiments that are given for illustration of the invention and are not intended to be limiting thereof.

EXAMPLES

[0592] Abbreviations used in the Examples are defined as follows: “1×” for once, “2×” for twice, “3×” for thrice, “° C.” for degrees Celsius, “eq” for equivalent or equivalents, “g” for gram or grams, “mg” for milligram or milligrams, “mL” for milliliter or milliliters, “¹H” for proton, “h” for hour or hours, “M” for molar, “min” for minute or minutes, “MHz” for megahertz, “MS” for mass spectroscopy, “NMR” for nuclear magnetic resonance spectroscopy, “rt” for room temperature, “tlc” for thin layer chromatography, “v/v” for volume to volume ratio. “α”, “β”, “R” and “S” are stereochemical designations familiar to those skilled in the art.

Example 1 5-Methyl-5-(3-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}-3-oxopropyl)-2,4,6(1H,3H,5H)-pyrimidinetrione

[0593] (1a) tert-Butyl-dimethylsilyl chloride (TBSCl) (15.89 g, 2.1 eq) was added to a solution of 4-hydroxycinnamic acid (8.24 g, 50 mmol) and imidazole (10.25 g, 3 eq) in DMF (100 mL) at rt. The resulting solution was stirred for 48 h. DMF was removed by high-vac rotary evaporator at 60° C. The residue was dissolved in ether (150 mL), washed with 5% citric acid (150 mL), water (150 mL) and brine (150 mL). The ether solution was dried (MgSO₄) and concentrated to give a white solid (15.74 g). This TBS ester was used in the next step without further purification.

[0594] (1b) To an ether (100 mL) slurry of the ester (15.74 g, 40 mmol) from (1a) at 0° C. was added DIBAL (1M toluene solution, 100 mL, 2.5 eq) dropwise in 1 h. The reaction mixture was stirred at 0° C. for another 1 h then quenched by slowly adding Rochelle's solution (100 mL) at 0° C. The mixture was extracted with ether (2×350 mL). The combined ether phase was washed with brine (350 mL), dried (MgSO₄), filtered through a short bed of celite and concentrated. The crude product was purified by flash column chromatography (15% ethyl acetate-hexane) to yield the desired alcohol as a colorless oil (4.68 g, 35% for 2 steps). ¹H NMR was consistent with literature data (Young, S. D.; Payne, L. S.; Thompson, W. J.; Gaffin, N.; Lyle, T. A.; Britcher, S. F.; Graham, S. L.; Schultz, T. H.; Deana, A. A.; Darke, P. L.; Zugay, J.; Schleif, W. A.; Quintero, J. C.; Emini, E. A.; Anderson, P. S.; Huff, J. R. J. Med. Chem. 1992, 35, 1702-1709).

[0595] (1c) The alcohol from (1b) (2.24 g, 8.5 mmol) in ether (35 mL) was treated with PBr₃ (0.88 mL, 1.1 eq) and stirred for 20 min at 0° C. After the reaction was complete, the mixture was poured into saturated NaHCO₃ (100 mL), diluted with hexanes. The hexane layer was washed with brine, dried (MgSO₄), filtered through a short bed of silica gel and concentrated to give the bromide as a brown oil (1.37 g, 49%). ¹H NMR was consistent with literature data.

[0596] (1d) NaH (60% in mineral oil, 0.3 g, 1.8 eq) was added to a THF (20 mL) solution of dimethyl methylmalonate (0.73 g, 1.2 eq) at 0° C. The mixture was stirred for an additional 10 min, then a THF (20 mL) solution of the bromide (1.37 g, 4.19 mmol) from (1c) was added at 0° C. The mixture was stirred at rt overnight, quenched by slowly adding water, and extracted with ethyl acetate (2×100 mL), dried (MgSO₄), filtered and purified by flash column chromatography (10% ethyl acetate-hexane) to yield the unsaturated TBS ether as a colorless oil (0.85 g, 52%). MS Found: (M+H)⁺=393.

[0597] (1e) To a THF (1 mL) solution of the unsaturated TBS ether (0.1 g, 0.25 mmol) from

[0598] (1d) was added TBAF (1 M THF solution, 0.5 mL, 2 eq) at rt. After 20 min, TLC (10% ethyl acetate-hexanes) showed the reaction was complete. The mixture was concentrated and purified by flash column chromatography (25% ethyl acetate-hexane) to yield the unsaturated phenol as a colorless oil (0.071 g, 99%). MS Found: (M+H)⁺=279.

[0599] (1f) The unsaturated phenol (71 mg, 0.26 mmol) from (1e) was mixed with 4-(chloromethyl)-2-methylquinoline (50 mg, 1 eq) and cesium carbonate (169 mg, 2 eq) in DMF (1 mL) and the mixture stirred at rt overnight. After the reaction was complete, DMF was removed by high-vac rotary evaporator at 60° C. The residue was purified by flash column chromatography (40% ethyl acetate-hexane) to yield the unsaturated quinoline ether as a colorless oil (95 mg, 84%). MS Found: (M+H)⁺=434.

[0600] (1g) Magnesium turnings (24 mg, 4.2 eq) were heated in reflux methanol (3 mL) until the metal disappeared. To the resulting white cloudy solution of magnesium methoxide was added urea (40 mg, 2.8 eq) and the unsaturated quinoline ether (105 mg in 0.5 mL CH₂Cl₂, 0.24 mmol) from (1f). The mixture was refluxed for 48 h, concentrated and purified by silica gel chromatography (75% ethyl acetate-hexane) to give the barbituric acid as a white solid (19 mg, 19%). MS Found: (M+H)⁺=430.

[0601] (1h) According to a literature procedure (Miller, D. G.; Wayner, D. D. M. J. Org. Chem. 1990, 55, 2924-2927), an acetonitrile-water (7:1, 1 mL) solution of Pd(OAc)₂ (0.9 mg, 0.27 eq), benzoquinone (recrystallized from hexanes, 19.4 mg, 12 eq) and HClO₄ (6 μL) was added to the unsaturated barbituric acid (9 mg) from (1g) and stirred at rt for 96 h. TLC (50% ethyl acetate-hexanes) showed only one product formed. The title barbituric acid (6.6 mg, 71%) was obtained by flash column chromatography (ethyl acetate) as a white solid. MS Found: (M+H)⁺=446.

Example 2 4-[(2-Methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide

[0602] (2a) A solution of the dimethyl methylmalonate (5.00 g, 34.2 mmol) in tetrahydrofuran (50 mL) was added to a suspension of 60 wt % sodium hydride (2.05 g, 1.5 eq) in tetrahydrofuran (50 mL) dropwise at rt over 5 min. The mixture was stirred at rt for 30 min and allyl bromide (5.92 mL, 2.0 eq) was added. After stirring at rt for 1 h, the mixture was quenched with saturated NaHCO₃ (30 mL) and diluted with ethyl acetate (300 mL). The organic phase was separated and washed with water (20 mL), brine (20 mL), dried (MgSO₄) and concentrated in vacuo to provide the desired ester (7.00 g). This crude material was taken to the next step without purification. MS found: (M+H)⁺=187.

[0603] (2b) Ozone was bubbled into a solution of the crude product from reaction (2a) (3.50 g, 17.1 mmol) in dichloromethane (200 mL) at −78° C. until the solution turned into blue color. Nitrogen was bubbled into the mixture until the blue color disappeared. Following addition of triphenylphosphine (5.38 g, 1.2 eq), the mixture was stirred at rt for 3 h, concentrated and purified by silica gel column chromatography (ethyl acetate-hexanes, 2:8) to provide the desired aldehyde (2.40 g, 75% for two steps). MS found: (M+H)⁺=189.

[0604] (2c) A solution of sodium chlorite (1.01 g, 1.5 eq) and potassium dihydrogenphosphate (1.10 g, 1.5 eq) in water (18 mL) was added to the mixture of the product from reaction (2b) (1.00 g, 5.31 mmol), 2-methyl-2-butene (8 mL) and tert-butyl alcohol (8 mL) in tetrahydrofuran (8 mL) dropwise over 5 min at rt. After stirring at rt for 30 min, the mixture was adjusted to pH 2-3 with 1 N HCl, diluted with ethyl acetate (200 mL), washed with water (2×10 mL), brine (10 mL), dried (MgSO₄) and concentrated in vacuo to provide the desired acid (1.20 g). The crude material was taken to the next step without purification. MS found: (M+H)⁺=205.

[0605] (2d) The crude product from reaction (2c) (500 mg, 2.21 mmol) was treated with triethylamine (0.62 mL, 2.0 eq) and diphenylphosphoryl azide (0.57 mL, 1.2 eq) in benzene (10 mL) at rt and the mixture heated to reflux for 1 h. The mixture was cooled to rt and benzyl alcohol (0.27 mL, 1.2 eq) was added. The resulting mixture was heated to reflux for 1 h, cooled to rt, quenched with saturated NaHCO₃ (10 mL), diluted with ethyl acetate (200 mL), washed with water (2×10 mL), brine (10 mL), dried (MgSO₄) and concentrated in vacuo. Purification of the residue by silica gel column chromatography (ethyl acetate-hexanes, 2:8) provided the desired ester (540 mg, 79% for two steps). MS found: (M+H)⁺=310.

[0606] (2e) The product from reaction (2d) (500 mg, 1.61 mmol) in methanol (30 mL) was treated with 10 wt % palladium on carbon (100 mg) and stirred under balloon pressure hydrogen for 2 h. The mixture was purged with nitrogen and filtered through a plug of celite. The filter plug was washed with methanol until free of product. The filtrate was treated with 1 N HCl in ether (2 mL) and concentrated to provide the desired amine as hydrogen chloride salt (340 mg, 100%). MS found: (M+H)⁺=176.

[0607] (2f) Saturated NaHCO₃ (10 mL) was added to a vigorously stirred solution of the product from reaction (2e) (100 mg, 0.472 mmol) and 4-[(2-methyl-4-quinolinyl)methoxy]benzoyl chloride (173 mg, 1.05 eq) in dichloromethane (10 mL) at rt. After stirring for 10 min, the mixture was diluted with ethyl acetate (100 mL), washed with water (10 mL), brine (10 mL), dried (MgSO₄) and concentrated in vacuo. Purification of the residue by silica gel column chromatography (ethyl acetate-hexanes, 7:3) provided the desired amide (200 mg, 94%). MS found: (M+Na)⁺=473.

[0608] (2g) In an analogous procedure to reaction (1g), the product from reaction (2f) (30.0 mg, 0.0666 mmol) was converted to the title barbituric acid and purified by silica gel column chromatography (methanol-dichloromethane, 5:95) to provide the barbituric acid (3.0 mg, 10%). MS found: (M+H)⁺=447.

Example 3 4-[(1,1-Dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide trifluoroacetate

[0609] (3a) To a THF (20 mL) solution of dimethyl methylmalonate (5.5 g, 37 mmol) at −10° C. was added NaH (60% in mineral oil, 1.66 g, 1.1 eq). The mixture was stirred for 20 min, then N-bromomethylphthalimide (9.5 g, 1.05 eq) was added at 0° C. The mixture was allowed to slowly warm to rt, stirred for 3 h, and quenched with water. Following extraction with ethyl acetate, the combined ethyl acetate extracts were washed with 1 N HCl and brine, dried (MgSO₄), filtered and concentrated. Purification by flash column chromatography (20% ethyl acetate-hexane) yielded the phthalimide as a white crystalline solid (5.81 g, 51%).

[0610] (3b) To a methanol (50 mL) solution of the phthalimide (1.33 g, 4.36 mmol) from (3a) was added hydrazine (0.15 mL, 1.1 eq) and the mixture was stirred at rt for 96 h. The mixture was concentrated and purified by flash column chromatography (6% methanol-methylene chloride) to yield the amine as a colorless oil (0.40 g, 53%). The amine was then treated with HCl (1 N THF solution) to give the HCl salt as a white solid. MS Found: (M+H)⁺=176.

[0611] (3c) Potassium carbonate (4.4 g, 31.9 mmol) and 1,2-dibromoethane (690 μL, 8.0 mmol) were added to a solution of 2-aminothiophenol (1.0 g, 8.0 mmol) in 20 mL of acetone at rt. The reaction mixture was stirred overnight. The insoluble material was filtered off and the filtrate was concentrated in vacuo. The residue was purified on silica gel column to provide 3,4-dihydro-2H-1,4-benzothiazine (0.8 g, 66%). MS (ES⁺): 152 (M+1).

[0612] (3d) Potassium carbonate (5.2 g, 37.7 mmol) and methyl 4-(bromomethyl)benzoate (2.8 g, 12.6 mmol) were added to a solution of (3c) (1.9 g, 12.6 mmol) in 20 mL of anhydrous DMF. The reaction mixture was heated to 80° C. overnight. After cooling to rt, the solid was filtered off and rinsed with DMF. The filtrate was concentrated in vacuo and the residue was purified on silica gel column to provide methyl 4-(2,3-dihydro-4H-1,4-benzothiazin-4-ylmethyl)benzoate (3.02 g, 80%). MS (ES⁺): 300 (M+1).

[0613] (3e) A solution of Oxone® (15.5 g, 25.3 mmol) in 30 mL of water was added slowly to a solution of (3d) (3.02 g, 10.1 mmol) in 80 mL of MeOH. Upon completion of the reaction, the solution was diluted with ethyl acetate, washed with saturated NaHCO₃ and dried over MgSO₄. After filtration and concentration, the residue was purified on silica gel column to provide methyl 4-[(1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl)methyl]benzoate (1.25 g, 37%). MS (AP⁺): 332 (M+1).

[0614] (3f) A mixture of the benzoate from reaction (3e) (5.18 g, 15.6 mmol) and sodium hydroxide (1.25 g, 2 eq) in methanol (50 mL) and water (50 mL) was heated to reflux for 2 days. Upon completion, the mixture was neutralized to pH 4 with 1 N HCl and concentrated. The residue was treated with methanol and filtered. The filtrate was concentrated to provide the desired acid (4.60 g, 93%). MS (ES⁺): 318 (M+1).

[0615] (3g) The HCl salt (52 mg, 0.25 mmol) from (3b) was mixed with the acid (78 mg, 1 eq) from (3f), PyBrop (115 mg, 1 eq), DIPEA (214 μL, 5 eq) and CH₂Cl₂ (2 mL) at rt. After stirring overnight, the material was purified by flash column chromatography (50% ethyl acetate-hexanes) to yield the amide as a sticky solid (95 mg, 81%). MS Found: (M+H)⁺=475.

[0616] (3h) Magnesium turnings (24 mg, 5 eq) was heated in reflux methanol (3 mL) until the metal disappeared. To this white cloudy solution of magnesium methoxide was added urea (24 mg, 2 eq) and the amide (95 mg, 0.2 mmol) from (3g). The mixture was heated at reflux for 5.5 h and then concentrated. The resulting white solid was dissolved in acetonitrile (1 mL), water (2 mL) and TFA (0.5 mL) and purified by preparative reverse phase HPLC (30-60% CH₃CN-water with 0.1% TFA) to give the title barbituric acid (27 mg, 29%). MS Found: (M+H)⁺=471.

Example 4 4-[(2-Methyl-4-quinolinyl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide trifluoroacetate

[0617] (4a) 4-Hydroxy-2-methylquinoline (17.4 g, 109 mmol) and phosphorus oxytribromide (47.1 g, 164 mmol) were added to a round-bottom flask. The mixture was heated to 130° C. for several hours. After cooling to rt, the residue was partitioned between saturated Na₂CO₃ and ethyl acetate. The organic layer was separated and the aqueous layer was extracted with ethyl acetate (5×300 mL). The combined organic layer was washed with H₂O (2×400 mL) and brine (1×400 mL) and dried over MgSO₄. After filtration and concentration, the residue was purified on silica gel to provide 4-bromo-2-methylquinoline (8.8 g, 36%). MS (AP⁺): 221.8, 223.8 (M+1).

[0618] (4b) 4-Bromo-2-methylquinoline from (4a) (1.0 g, 4.5 mmol) was dissolved in 10 mL of anhydrous THF and the resulting solution was cooled to −78° C. A solution of n-BuLi (3.0 mL, 1.6 M, 4.8 mmol) was added slowly and the resulting solution was maintained at −78° C. for 5 min. Meanwhile, in another flask methyl 4-formylbenzoate (0.9 g, 5.4 mmol) was dissolved in 20 mL of anhydrous THF and the resulting solution was cooled to −78° C. before the lithium reagent made above was cannulated. The whole mixture was stirred for 30 min and quenched with MeOH. The solution was diluted with ethyl acetate and washed with H₂O and brine. After dried over MgSO₄, the organic solution was filtered and concentrated. The residue was purified on silica gel to provide methyl 4-[hydroxy(2-methyl-4-quinolinyl)methyl]benzoate (0.9 g, 65%). MS (AP⁺): 308 (M+1).

[0619] (4c) The benzoate from (4b) (105 mg, 0.34 mmol) was dissolved in 1 mL of dichloromethane. The solution was cooled to 0° C. and triethylamine (95 μL, 0.68 mmol) and MsCl (32 μL, 0.41 mmol) were added. The ice bath was removed and the reaction was monitored by TLC until the disappearance of starting material. The solution was diluted with ethyl acetate and washed with H₂O and brine. The organic layer was dried over MgSO₄, filtered, and concentrated. The residue was purified to provide the mesylate (130 mg, quantitative yield). MS (AP⁺): 386 (M+1).

[0620] (4d) A solution of (4c) (120 mg, 0.31 mmol) in 3 mL of MeOH was added to a suspension of the Pd/C catalyst (60 mg, 10%) in 2 mL of MeOH. The reaction took place after the flask was purged with H₂. The reaction was monitored using TLC until disappearance of the starting material. After filtered, the solution was concentrated and the residue was purified on silica gel to provide methyl 4-[(2-methyl-4-quinolinyl)methyl]benzoate (90 mg, quantitative yield). MS (AP⁺): 292 (M+1).

[0621] (4e) A solution of aqueous NaOH (1N, 35 mL) was added to a solution of (4d) (5.0 g, 17.2 mmol) in 100 mL of MeOH. The reaction mixture was heated to 60° C. until completion of the reaction, monitored by TLC. Upon the completion, one equivalent of aqueous HCl (1 N, 35 mL) was added to neutralize the base. The solution was concentrated to dryness and the residue was re-dissolved in MeOH. After filtration, the methanolic solution was concentrated to provide 4-[(2-methyl-4-quinolinyl)methyl]benzoic acid (4.8 g, quantitative yield). MS (ES⁺): 278 (M+1).

[0622] (4f) Using a procedure analogous to reaction (3g), the HCl salt (61 mg, 0.35 mmol) from (3b) was treated with the acid (96 mg, 1 eq) from (4e) to yield the amide as a white solid (72 mg, 48%). MS Found: (M+H)⁺=435.

[0623] (4g) Using a procedure analogous to reaction (3h), the title barbituric acid (21 mg, 38%) was obtained. MS Found: (M+H)⁺=431.

Example 5 4-[(2-Isopropyl-1H-benzimidazol-1-yl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide trifluoroacetate

[0624] (5a) Using a procedure analogous to reaction (3g), the HCl salt (70 mg, 0.4 mmol) from (3b) was treated with 4-[(2-isopropyl-1H-benzimidazol-1-yl)methyl]benzoic acid (117 mg, 1 eq) to yield the amide as a white solid (124 mg, 69%). MS Found: (M+H)⁺=452.

[0625] (5b) Using a procedure analogous to reaction (3h), the title barbituric acid (35 mg, 37%) was obtained. MS Found: (M+H)⁺=448.

Example 6 N-{4-[(2-Methyl-4-quinolinyl)methoxy]phenyl}-2-(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)acetamide trifluoroacetate

[0626] (6a) Using a procedure analogous to reaction (1d), the cinnamyl bromide (4.65 mL, 2 eq) was treated with the anion of dimethyl methylmalonate (2.30 g, 15.7 mmol) and the cinnamyl diester (4 g, 97%) was obtained after flash column chromatography (5% ethyl acetate-hexanes). MS Found: (M+H)⁺=263.

[0627] (6b) Using a procedure analogous to reaction (1g), the cinnamyl diester (4 g, 15.2 mmol) from (6a) was converted to the cinnamyl barbituric acid (2.9 g, 74%) that was recrystallized from ethyl acetate-hexanes. MS Found: (M−H)⁻=257.

[0628] (6c) The cinnamyl barbituric acid (0.675 g, 2.6 mmol) from (6b) was ozonolyzed in methylene chloride-methanol (1:1, 20 mL) solution at −78° C. The reaction was quenched at −78° C. by adding triphenylphosphine (0.72 g, 1.1 eq). The mixture was slowly warmed to rt, concentrated and purified by flash column chromatography (2-10% methanol-methylene chloride) to give the aldehyde (0.48 g, 100%).

[0629] (6d) To a tert-butanol-THF-cis-2-methylbutene (1:1:1, 27 mL) solution of the aldehyde (0.66 g, 3.58 mmol) from (6c) was added an aqueous solution (8.25 mL) of NaClO₂ (0.54 g, 1.2 eq) and NaH₂PO₄ (0.45 g, 1.2 eq). The mixture was stirred overnight at rt and then acidified to pH 3 by addition of 1 NHCl. The mixture was concentrated and dissolved in methanol-methylene chloride (1:1, 70 mL) solution and filtered. The filtrate was concentrated and purified by preparative reverse phase HPLC (0-50% acetonitrile-water with 0.1% TFA) to give the acid (0.63 g, 88%) as a white crystalline solid.

[0630] (6e) A mixture of the acid (22 mg, 0.11 eq) from (6d), 4-[(2-methyl-4-quinolinyl)methoxy]aniline HCl salt (40 mg, 1 eq), PyBrop(60 mg, 1.1 eq), DIPEA (0.1 mL, 5 eq) and CH₂Cl₂ (2 mL) was stirred at rt for 4 h. The mixture was concentrated and washed with acetonitrile. The white precipitate was isolated, dissolved in methanol (1 mL), water (1 mL) and TFA (0.5 mL) and purified by preparative reverse phase HPLC (30-60% acetonitrile-water with 0.1% TFA) to give the title barbituric acid as a white TFA salt (23 mg, 48%). MS Found: (M+H)⁺=447.

Example 7 tert-Butyl 4-{5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}-1-piperazinecarboxylate

[0631] (7a) A mixture of dimethyl bromomalonate (34.2 g, 146 mmol), tert-butyl 1-piperazinecarboxylate (27.2 g, 146 mmol) and potassium carbonate (20 g, 146 mmol) in acetonitrile (300 mL) was stirred at rt overnight. Upon removal of solvent, the residue was treated with water (100 mL) and extracted with ethyl acetate (2×200 mL). The combined extracts were washed with brine (100 mL), dried (Na₂SO₄), filtered, and concentrated. Silica gel chromatography (25% ethyl acetate/hexane) provided the desired product (39.4 g, 85%). MS found: (M+H)⁺=317.

[0632] (7b) A mixture of the malonate (15.5 g, 54 mmol) from reaction (7a), paraformaldehyde (16.2 g, 540 mmol) and dibenzylamine (53.3 g, 270 mmol) was heated at 90° C. overnight. The reaction mixture was allowed to cool to rt, dissolved in dichloromethane, and purified by silica gel chromatography (20% ethyl acetate/hexane) to provide the desired product (11 g, 43%). MS found: (M+H)⁺=526.

[0633] (7c) A mixture of the dibenzylamine (12.1 g, 23.0 mmol) from reaction (7b), triethylamine (2.3 g, 23.0 mmol) and Pd(OH)₂/C (3.2 g) in methanol (460 mL) was hydrogenated at 50-55 psi overnight. The catalyst was removed by filtration. The filtrate was concentrated to provide the desired amine (7.2 g, 91%). MS found: (M+H)⁺=346.

[0634] (7d) A mixture of the amine (7.0 g, 20.3 mmol) from reaction (7c), 4-[(2-methyl-4-quinolinyl)methoxy]benzoic acid (6.2 g, 21.3 mmol), BOP reagent (10.8 g, 24.3 mmol) and N,N-diisopropylethylamine (9.2 g, 70.9 mmol) in DMF (200 mL) was stirred at rt for 3 h. The mixture was cooled to 0° C., partitioned between aqueous NaHCO₃ and ethyl acetate (200 mL each). The aqueous layer was further extracted with ethyl acetate (2×250 mL). The combined organic layers were washed with brine, dried (Na₂SO₄) and concentrated. Silica gel column chromatography (20% ethyl acetate/hexane) yielded the desired amide (11.9 g, 94%). MS found: (M+H)⁺=621.

[0635] (7e) Magnesium turnings (773 mg, 32.2 mmol) in methanol (30 mL) was refluxed under nitrogen until all the magnesium was dissolved (1-2 h). After the resulting white slurry was allowed to cool to rt, a solution of the amide (2 g, 3.2 mmol) from reaction (7d) and urea (387 mg, 6.4 mmol) in methanol (20 mL) was added. The mixture was maintained at reflux overnight, cooled to 0° C., and quenched with 1 N hydrochloric acid (64 mL) to pH 5. After separation of two phases by filtration, the solid was heated to reflux in methanol to recover additional product and filtered. The combined filtrate was extracted with ethyl acetate (2×200 mL). The combined extracts were washed with brine, dried (Na₂SO₄) and concentrated. Silica gel chromatography (7% then 10% methanol/dichloromethane) provided the desired barbituric acid (600 mg, 30%). MS found: (M+H)⁺=617.

Example 8 4-[(2-Methyl-4-quinolinyl)methoxy]-N-{[2,4,6-trioxo-5-(1-piperazinyl)hexahydro-5-pyrimidinyl]methyl}benzamide tris(trifluoroacetate)

[0636] To a mixture of the barbituric acid (0.32 g, 0.52 mmol) from reaction (7e) in dichloromethane (30 mL) was added trifluoroacetic acid (5 mL). The resulting solution was stirred at rt for 1.5 h. Upon removal of solvent, the residue was purified by reverse phase HPLC (10-80% acetonitrile/water) to provide the desired product (0.18 g, 41%). MS found: (M+H)⁺=517.

Example 9 N-{[5-(4-Methyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide tris(trifluoroacetate)

[0637] To a mixture of the amine (25 mg, 0.029 mmol) from reaction (8) and formaldehyde (37% aqueous solution, 3.3 μL, 1.5 eq) in dichloromethane were added N,N-diisopropylethylamine (15 μL, 3 eq) and sodium triacetoxyborohydride (9.2 mg, 1.5 eq). After stirring at rt for 2 h, the reaction mixture was quenched with aqueous NaHCO₃. Upon removal of dichloromethane, the aqueous residue was treated with methanol to a clear solution and purified by reverse phase HPLC (10-80% acetonitrile/water) to provide the desired N-methylated product (6 mg, 24%). MS found: (M+H)⁺=531.

Example 10 4-[(2-Methyl-4-quinolinyl)methoxy]-N-({2,4,6-trioxo-5-[4-(2-propynyl)-1-piperazinyl]hexahydro-5-pyrimidinyl}methyl)benzamide tris(trifluoroacetate)

[0638] To a mixture of the amine (25 mg, 0.029 mmol) from reaction (8) and propargyl bromide (4.2 μl, 1.3 eq) in dichloromethane was added triethylamine (20 μl, 5 eq). After stirring at rt for 2 h, the reaction mixture was quenched with water. Upon removal of dichloromethane, the aqueous residue was treated with methanol to a clear solution and purified by reverse phase HPLC (10-80% acetonitrile/water) to provide the desired N-propargyl product (3.6 mg, 14%). MS found: (M+H)⁺=555.

Example 11 4-[(2-Methyl-4-quinolinyl)methoxy]-N-({5-[4-(methylsulfonyl)-1-piperazinyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}methyl)benzamide bis(trifluoroacetate)

[0639] Following procedures similar to that used for reaction (10), the amine from reaction (8) was converted to N-methylsulfonamide with methanesulfonyl chloride (6 μL, 1.3 eq). Purification using reverse phase HPLC (10-80% acetonitrile/water) provided the desired product (18 mg, 38%). MS found: (M+H)⁺=595.

Example 12 tert-Butyl 5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinylcarbamate trifluoroacetate

[0640] (12a) A mixture of dimethyl aminomalonate hydrochloride (10 g, 54.5 mmol), di-tert-butyl dicarbonate (12 g, 1.02 eq) and triethylamine (19 mL, 2.5 eq) in dichloromethane (200 mL) was stirred overnight. The reaction was quenched with water/brine (1:1, 100 mL). The organic layer was separated, dried (MgSO₄), concentrated and purified by silica gel chromatography (40% ethyl acetate/hexane) to provide the desired dimethyl (Boc-amino)malonate (11.9 g, 88%). MS found: (M+H)⁺=270.

[0641] (12b) To a solution of the malonate (1.0 g, 4.0 mmol) from reaction (12a) in N,N-dimethylformamide (8 mL) was added at 0° C. sodium hydride (60% dispersion in mineral oil, 0.34 g, 2.1 eq). After 20 min, N-(bromomethyl)phthalimide (1.0 g, 1.04 eq) was added. The reaction mixture was stirred at 0° C. for 1 h before quenched with aqueous ammonium chloride, and extracted with ethyl acetate. The extracts were washed with brine, dried (MgSO₄), concentrated and purified by silica gel chromatography (20% then 40% ethyl acetate/hexane) to provide the desired alkylated product (0.9 g, 55%). MS found: (M+H)⁺=407.

[0642] (12c) A mixture of the product from reaction (12b) (0.8 g, 2.0 mmol) and hydrazine (0.068 mL, 1.1 eq) in methanol (20 mL) was stirred at rt overnight, then refluxed for 5 h. The reaction mixture was allowed to cool to rt. The white precipitate was filtered off. The filtrate was concentrated and purified by silica gel chromatography (2.5% then 5% methanol/dichloromethane) to provide the desired free amine (0.16 g, 30%). MS found: (M+H)⁺=277.

[0643] (12d) A mixture of the amine (0.15 g, 0.54 mmol) from reaction (12c), 4-[(2-methyl-4-quinolinyl)methoxy]benzoic acid (0.16 g, 1.02 eq), BOP reagent (0.26 g, 1.1 eq) and N,N-diisopropylethylamine (0.19 mL, 2 eq) in DMF (4 mL) was stirred at rt for 2 h. The mixture was quenched with aqueous NaHCO₃, extracted with ethyl acetate. The extracts were washed with brine, dried (MgSO₄) and concentrated to provide the crude product as a solid. Recrystallization from ethyl acetate/hexane yielded the desired amide (0.21 g, 70%). MS found: (M+H)⁺=552.

[0644] (12e) Magnesium turnings (76.8 mg, 3.2 mmol) in methanol (3 mL) were refluxed under nitrogen until all the magnesium were dissolved (1-2 h). The resulting white slurry was allowed to cool to rt. To the mixture were added urea (38.7 mg, 2 eq) and a solution of the amide (176 mg, 0.32 mmol) from reaction (12d) in methanol (2 mL). The mixture was refluxed for 3 h, allowed to cool to rt, and quenched with 1 N hydrochloric acid (5 mL) to pH 5-6. The mixture was then extracted with 10% methanol/dichloromethane (3×20 mL). The combined extracts were concentrated. Purification using reverse phase HPLC (10-80% acetonitrile/water) provided the acyclic precursor (10 mg). MS found: (M+H)⁺=580.

[0645] (12f) The product from reaction (12e) (10 mg, 0.017 mmol) in DMSO (1 mL) was treated with Cs₂CO₃ (28 mg, 5 eq) at rt overnight. Purification using reverse phase HPLC (10-80% acetonitrile/water) provided the desired product (2 mg). MS found: (M+H)⁺=548.

Example 13 4-[(2-Methyl-4-quinolinyl)methoxy]-N-(1,3,5-trioxo-2,4-diazaspiro[5.5]undec-7-yl)benzamide trifluoroacetate

[0646] (13a) To a methylene chloride-methanol (1:1, 10 mL) solution of cis-2-(tert-butoxycarbonylamino)-cyclohexanecarboxylic acid (1 g, 4.11 mmol) was added TMSCHN₂ (2 M hexane solution, 2.7 mL, 1.3 eq) at rt. The mixture was stirred for 30 min, then concentrated to yield the methyl ester (0.94 g, 94%). MS Found: (M+H)⁺=258.

[0647] (13b) To a THF (10 mL) solution of diisopropylamine (0.68 mL, 2.5 eq) at −78° C. was added butyllithium (1.6 M hexane solution, 3 mL, 2.5 eq). The mixture was stirred at −78° C. for 45 min. The methyl ester (500 mg, 1.94 mmol) from (13a) in THF (2 mL) was added and stirred at the same temperature for 30 min. Finally, methyl chloroformate (0.17 mL, 1.1 eq) was added and the reaction temperature was allowed to slowly warm to rt. The mixture was quenched with saturated NaHCO₃ and ethyl acetate. The organic layer was washed with water and brine, dried (MgSO₄), filtered and purified by flash column chromatography (15% ethyl acetate-hexane) to yield the diester (319 mg, 52%). MS Found: (M+H)⁺=316.

[0648] (13c) Magnesium turnings (42 mg, 3 eq) was heated in reflux methanol (5 mL) until the metal disappeared. To this white cloudy solution of magnesium methoxide was added urea (70 mg, 2 eq) and the diester (184 mg, 0.59 mmol) from (13b). The mixture was refluxed for 48 h. The residue was quenched with 1 N HCl (3 mL), extracted with ethyl acetate (2×15 mL). The organic layer was washed with water (5 mL), dried (MgSO₄), filtered and purified by flash column chromatography (50% ethyl acetate-hexane) to yield the N-Boc barbituric acid (74 mg, 41%). MS Found: (M−H)⁻=310.

[0649] (13d) To a methylene chloride (3 mL) solution of the N-Boc barbituric acid (70 mg, 0.22 mmol) from (13c) was added TFA (3 mL) at rt. The solution was stirred for 1 h then concentrated to give the TFA salt of the amino barbituric acid (90 mg). MS Found: (M+H)⁺=212.

[0650] (13e) A mixture of the amino barbituric acid (73 mg, 0.22 mmol) from (13d), 4-[(2-methyl-4-quinolinyl)methoxy]benzoic acid (73 mg, 1.1 eq), BOP (119 mg, 1.2 eq), DIPEA (0.159 mL, 4 eq) and DMF (4 mL) was stirred at rt for 1 h then quenched by adding saturated NaHCO₃ (3 mL). The mixture was extracted with ethyl acetate (2×15 mL), dried (MgSO₄), concentrated and purified by preparative HPLC (20-45% acetonitrile-water with 0.1% TFA) to give the title barbituric acid as a white TFA salt (20 mg, 15%). MS Found: (M+H)⁺=487.

Example 14 4-[(2-Methyl-4-quinolinyl)methoxy]-N-(6,8,10-trioxo-7,9-diazaspiro[4.5]dec-1-yl)benzamide trifluoroacetate

[0651] (14a) Using procedures analogous to reaction (13a), cis-2-(tert-butoxycarbonylamino)cyclopentanecarboxylic acid (2 g, 8.7 mmol) was converted the methyl ester (1.60 g, 75%).

[0652] (14b) Using procedures analogous to reaction (13b), the methyl ester (500 mg, 2.06 mmol) from (14a) was converted to the diester (450 mg, 72%). MS Found: (M+H)⁺=302.

[0653] (14c) Using procedures analogous to reaction (13c), the diester (100 mg, 0.33 mmol) from (14b) was converted to the N-Boc barbituric acid (30 mg, 30%). MS Found: (M−H)⁻=296.

[0654] (14d) Using procedures analogous to reaction (13d), the N-Boc barbituric acid (30 mg, 0.1 mmol) from (14c) was converted to the amino barbituric acid (35 mg, 100%). MS Found: (M+H)⁺=198.

[0655] (14e) Using procedures analogous to reaction (13e), the title barbituric acid was obtained as a white TFA salt (8 mg, 18%). MS Found: (M+H)⁺=473.

Example 15 4-[(2-Methyl-4-quinolinyl)methoxy]-N-[(2S)-6,8,10-trioxo-7,9-diazaspiro[4.5]dec-2-yl]benzamide trifluoroacetate

[0656] (15a) Using procedures analogous to reaction (13a), the (1S,3R)-N-Boc-1-amino-cyclopentane-3-carboxylic acid (0.52 g, 2.26 mmol) was converted to the methyl ester (0.53 g).

[0657] (15b) Using procedures analogous to reaction (13b), the methyl ester (340 mg, 1.4 mmol) from (15a) was converted to the diester (211 mg, 50%).

[0658] (15c) Using procedures analogous to reaction (13c), the diester (105 mg, 0.35 mmol) from (15b) was converted to the N-Boc barbituric acid (11 mg, 11%).

[0659] (15d) Using procedures analogous to reaction (13d), the N-Boc barbituric acid (11 mg, 0.037 mmol) from (15c) was converted to the amino barbituric acid. MS Found: (M+H)+=198.

[0660] (15e) Using procedures analogous to reaction (13e), the amino barbituric acid from (15d) was converted to the title barbituric acid as a white TFA salt (8 mg, 48%). MS Found: (M+H)⁺=473.

Example 16 4-[(2-Methyl-4-quinolinyl)methoxy]-N-[(2R)-6,8,10-trioxo-7,9-diazaspiro[4.5]dec-2-yl]benzamide trifluoroacetate

[0661] (16a) Using procedures analogous to reaction (13a), the (1R,3S)-N-Boc-1-amino-cyclopentane-3-carboxylic acid (0.5 g, 2.18 mmol) was converted to the methyl ester as a white needle crystal (0.51 g, 96%). MS Found: (M+H)⁺=244.

[0662] (16b) Using procedures analogous to reaction (13b), the methyl ester (510 mg, 2.1 mmol) from (16a) in THF (2 mL) was converted to the diester (104 mg, 17%). MS Found: (M+H)⁺=302.

[0663] (16c) Using procedures analogous to reaction (13c), the diester (104 mg, 0.35 mmol) from (16b) was converted to the N-Boc barbituric acid (82 mg, 81%). MS Found: (M-Boc)⁺=198.

[0664] (16d) Using procedures analogous to reaction (13d), the N-Boc barbituric acid (48 mg, 0.16 mmol) from (16c) was converted to the amino barbituric acid. MS Found: (M+H)⁺=198.

[0665] (16e) Using procedures analogous to reaction (13e), the amino barbituric acid from (16d) was converted to the title barbituric acid as a white TFA salt (21 mg, 30%). MS Found: (M+H)⁺=473.

Example 17 N-[(5-Methyl-2,4-dioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide trifluoroacetate

[0666] (17a) A solution of N-(tert-butoxycarbonyl)-β-analine methyl ester (2.50 g, 12.3 mmol)and hexamethylphosphoramide (21.4 mL, 10 eq) in tetrahydrofuran (50 mL) was added dropwise to a solution of lithium diisopropylamide (27.1 mmol, 2.2 eq) in tetrahydrofuran (100 mL) at −78° C. over 10 min. After 30 min at −78° C., iodomethane (0.92 mL, 1.2 eq) was added and the mixture was stirred at 0° C. for 1 h. Saturated NaHCO₃ (10 mL) and ethyl acetate (300 mL) were added. The mixture was washed with water (2×20 mL), brine (20 mL), dried (MgSO₄) and concentrated in vacuo. Purification of the residue by silica gel column chromatography (ethyl acetate-hexanes, 2:8) yielded the desired ester (1.40 g, 53%). MS found: (M+H)⁺=218.

[0667] (17b) Using a procedure analogous to reaction (17a), the product from reaction (17a) (1.40 g, 6.44 mmol) was reacted with allyl bromide (0.72 mL, 1.3 eq) to provide the desired ester (1.20 g, 72%). MS found: (M+H)⁺=258.

[0668] (17c) The product from reaction (17b) (1.10 g, 4.27 mmol) was treated with trifluoacetic acid (5.0 mL) in dichloromethane (5.0 mL) at rt. The mixture was stirred at rt for 1 h and concentrated in vacuo to provide the desired amine (1.16 g, 100%). MS found: (M+H)⁺=158.

[0669] (17d) The product from reaction (17c) (1.16 g, 4.27 mmol) was treated with N,N-diisopropylethylamine (2.23 mL, 3.0 eq) and 4-nitrophenyl chloroformate (947 mg, 1.1 eq) in dichloromethane (50 mL) at rt. After 1 h at rt, saturated NaHCO₃ (10 mL) and ethyl acetate (200 mL) were added. The mixture was washed with water (2×10 mL), brine (10 mL), dried (MgSO₄) and concentrated in vacuo. Purification by silica gel column chromatography (ethyl acetate-hexanes, 2:8) yielded the desired compound (1.04 g, 76%). MS found: (M+H)⁺=323.

[0670] (17e) Ammonia gas was bubbled into a solution of the product from reaction (17d) (1.00 g, 3.10 mmol) in acetonitrile (20 mL) at rt for 5 min. The mixture was stirred at rt for 1 h and concentrated in vacuo. The residue was dissolved in DMSO (10 mL) and treated with cesium carbonate (3.03 g, 3.0 eq). After 24 h at rt, saturated NaHCO₃ (10 mL) and ethyl acetate (300 mL) were added. The mixture was washed with water (2×20 mL), brine (20 mL), dried (MgSO₄) and concentrated in vacuo. Purification of the residue by crystallization (ethyl acetate-hexanes) yielded the desired pyrimidinedione (350 mg, 676). MS found: (M+CH₃CN+H)⁺=210.

[0671] (17f) Ozone was bubbled into a solution of the product from reaction (17e) (320 mg, 1.90 mmol) in dichloromethane (10 mL) and methanol (10 mL) at −78° C. until the solution turned into blue color. The mixture was bubbled with nitrogen until the blue color disappeared. After addition of triphenylphosphine (600 mg, 1.2 eq), the mixture was warmed to rt, stirred for 3 h, and concentrated in vacuo. Purification by silica gel column chromatography (methanol-dichloromethane, 1:9) provided the desired aldehyde (270 mg, 84%). MS found: (M+CH₃CN+H)⁺=212.

[0672] (17g) A solution of sodium chlorite (224 mg, 1.5 eq) and potassium dihydrogenphosphate (244 mg, 1.5 eq) in water (6.0 mL) was added to a mixture of the product from reaction (17f) (200 mg, 1.18 mmol), 2-methyl-2-butene (3.0 mL) and tert-butyl alcohol (3.0 mL) in tetrahydrofuran (3.0 mL) at rt. After 30 min at rt, the solution was adjusted pH 2-3 with 1 N HCl. After removal of solvent in vacuo, the residue was treated with methanol (50 mL), heated to 50° C. for 1 h, and cooled to rt. After removal of precipitate by filtration, the filtrate was concentrated in vacuo to provide the desired acid (300 mg). This crude material was taken to the next step without further purification. MS found: (M+CH₃CN+H)⁺=228.

[0673] (17h) Isobutyl chloroformate (80.6 mg, 2.0 eq) was added to a mixture of the product from reaction (17g) (75 mg, 0.295 mmol) and triethylamine (0.12 mL, 3.0 eq) in tetrahydrofuran (6.0 mL) at 0° C. After 30 min at 0° C., a solution of sodium azide (450 mg, 20 eq) in water (3.0 mL) was added and the resultant mixture was stirred at 0° C. for 1 h. Following addition of ethyl acetate (100 mL), the mixture was washed with water (10 mL), brine (10 mL), dried (MgSO₄) and concentrated in vacuo. The dry residue was dissolved in benzene (10 mL), heated to reflux for 1 h, and cooled to rt. Benzyl alcohol (63.8 mg, 2.0 eq) was added. The mixture was heated to reflux for 1 h,. cooled to rt, and concentrated in vacuo. Purification of the residue by silica gel column chromatography (methanol-dichloromethane, 5:95) provided the desired compound (14 mg, 16% for two steps). MS found: (M+H)⁺=292.

[0674] (17i) Palladium hydroxide on carbon (5.0 mg, 20 wt %, 0.3 eq) was added to the product from reaction (17h) (14 mg, 0.048 mmol) in methanol (5.0 mL). The mixture was stirred under a balloon of hydrogen for 2 h, purged with nitrogen, and filtered through a plug of celite. The filter cake was washed with methanol until free of product. The filtrate was concentrated to provide the desired amine (8.0 mg, 100%). MS found: (M+CH₃CN+H)⁺=199.

[0675] (17j) N,N-diisopropylethylamine (0.02 mL, 2.0 eq) and BOP reagent (22.0 mg, 1.0 eq) were added to a solution of the amine from reaction (17i) (8.0 mg, 0.048 mmol) and 4-[(2-methyl-4-quinolinyl)methoxy]benzoic acid (14.0 mg, 1.0 eq) in N,N-dimethylformamide (2.0 mL) at rt. After 1 h at rt, saturated NaHCO₃ (5 mL) and ethyl acetate (60 mL) were added. The mixture was washed with water (2×5 mL), brine (5 mL), dried (MgSO₄) and concentrated in vacuo. Purification of the residue by silica gel column chromatography (methanol-dichloromethane, 5:95) provided the title compound, which was converted to the TFA salt by addition of TFA in dichloromethane (13.0 mg, 50%). MS found: (M+H)⁺=433.

Example 18 2-(5-Methyl-2,4-dioxohexahydro-5-pyrimidinyl)-N-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}acetamide trifluoroacetate

[0676] Using a procedure analogous to reaction (17j), the crude product from reaction (17g) (60 mg, 0.118 mmol) was treated with 4-[(2-methyl-4-quinolinyl)methoxy]aniline dihydrochloride (40.0 mg, 1.0 eq) to provide the title compound (20.0 mg, 31%). MS found: (M+H)⁺=433.

Example 19 N-[(5-Ethyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide

[0677] (19a-c) Following procedures analogous to that used in reactions (12b), (12c), and (12d), diethyl ethylmalonate was converted to desired amide (0.73 g, 31% for 3 steps). MS found: (M+H)⁺=493.

[0678] (19d) To a solution of the product from reaction (19c) (0.40 g, 0.8 mmol) and urea (0.24 g, 5 eq) in DMSO (2 mL) was added dropwise a solution of potassium tert-butoxide (1.0 M in THF, 1.6 mL, 2 eq). The mixture was stirred at rt overnight and quenched with aqueous ammonium chloride. The mixture was then extracted with ethyl acetate/methanol (10:1) until no more product in the aqueous phase as judged by TLC analysis. The combined extracts were concentrated, and purified by silica gel chromatography (5% then 10% methanol/dichloromethane) to provide the title compound (0.20 g, 54%). MS found: (M+H)⁺=461.

Example 20 N-{[5-(4-Benzyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide tris(trifluoroacetate)

[0679] Following a procedure analogous to that used in reaction (9), the material from example 8 was reacted with benzaldehyde for 2 days to provide the title compound (18 mg, 62%). MS found: (M+H)⁺=607.5.

Example 21 N-[(5-Isopropyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide

[0680] (21a-d) Following procedures analogous to that used in reaction (19a-d), the title compound was obtained (80 mg, 20% for 4 steps). MS found: (M+H)⁺=475.

Example 22 6-[(2-Methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-2-naphthamide trifluoroacetate

[0681] (22a) Using a procedure analogous to reaction (3g), the amine (50 mg, 0.29 mmol) from (3b) was treated with 6-hydroxy-2-naphthoic acid (54 mg, 1 eq) to yield the amide (98 mg, 100%). MS Found: (M+H)⁺=346.

[0682] (22b) The amide (98 mg, 0.29 mmol) from (22a) was mixed with 4-(chloromethyl)-2-methylquinoline (55 mg, 1 eq) and cesium carbonate (279 mg, 3 eq) in DMF (1 mL) and stirred at rt overnight. The crude mixture was concentrated by a high-vac rotary evaporator at 60° C. and purified by flash column chromatography (ethyl acetate) to give the ether product (92 mg, 64%). MS Found: (M+H)⁺=501.

[0683] (22c) In an analogous procedure to (1g) the product from reaction (22b) (92 mg, 0.18 mmol) was reacted with urea and purified by reverse phase HPLC (25-55% acetonitrile-water with 0.1% TFA) to provide the title barbituric acid (14.4 mg, 16%) MS found: (M+H)⁺═=497.

Example 23 N-{[5-(4-Isopropyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide tris(trifluoroacetate)

[0684] Following a procedure analogous to that used in reaction (9), the material from example 8 was reacted with acetone for 7 days to provide the title compound (13.7 mg, 52.7%). MS found: (M+H)⁺=559.6.

Example 24 N-{[5-(4-Acetyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide bis(trifluoroacetate)

[0685] Following a procedure analogous to that used in reaction (10), the material from example 8 was reacted with acetyl chloride to provide the title compound (7 mg, 31%). MS found: (M+H)⁺=559.5.

Example 25 4-[(2-Methyl-4-quinolinyl)methoxy]-N-({2,4,6-trioxo-5-[4-(3-pyridinylcarbonyl)-1-piperazinyl]hexahydro-5-pyrimidinyl}methyl)benzamide

[0686] Following a procedure analogous to that used in reaction (10), the material from example 8 was reacted with nicotinoyl chloride overnight to provide the title compound (13 mg, 85%). MS found: (M+H)⁺=622.5.

Example 26 N-[(5-Benzyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide trifluoroacetate

[0687] (26a-d) Following procedures analogous to that used in reactions (19a-d), the title compound was obtained (22 mg, 3.6% for 4 steps). MS found: (M+H)⁺=523.

Example 27 3-(2-Methyl-4-quinolinyl)-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide trifluoroacetate

[0688] (27a) Diisopropylethylamine (5 mL, 3 eq) was added to 4-hydroxy-2-methylquinoline and N-phenyl-bis(trifluoromethane sulfonimide) (3.43 g, 1 eq) in DMF (10 mL) at rt and the mixture stirred overnight. The crude material was concentrated by a high-vac rotary evaporator at 60° C. and purified by flash column chromatography (10% ethyl acetate-hexanes) to give the triflate (2.07 g, 74%). MS Found: (M+H)⁺=292.

[0689] (27b) To a degassed solution of the triflate (1.49 g, 5.11 mmol) from (27a), 3-(methoxycarbonyl)phenylboronic acid (0.92 g, 1 eq), aq potassium carbonate (2.65 M, 3.8 mL, 2 eq) and lithium chloride (0.43 g, 2 eq) in ethanol (15 mL) and toluene (30 mL), was added tetrakis(triphenylphosphine)palladium (0.59 g, 0.1 eq) at rt. The mixture was stirred at 80° C. overnight. Water (50 mL) was added to the resulting black solution. The mixture was extracted with ethyl acetate (2×100 mL), washed with water, dried over MgSO₄ and concentrated. The residue was purified by flash column chromatography (20% ethyl acetate-hexanes) to give the biaryl product (1.07 g, 75%). MS found: (M+H)⁺=278.

[0690] (27c) To a methanol (10 mL) solution of the biaryl product (1.07 g, 3.86 mmol) from step (27b) was added aq lithium hydroxide (1 N, 5 mL) and the mixture was stirred at 60° C. overnight. The crude mixture was concentrated by a high-vac rotary evaporator at 60° C. The resulting white powder was washed with methanol-chloroform (5%, 100 mL) and filtered. The filtrate was concentrated to give the acid as a white solid. This crude acid was used in the next step without further purification. MS found: (M+H)⁺=264.

[0691] (27d) The amine (67 mg, 1 eq) from (3b) and the acid (99 mg, 0.38 mmol, 1 eq) from (27c) were mixed with HATU (295 mg, 1 eq) and DIPEA (655 μL, 10 eq) in DMF (2 mL) at rt and the mixture stirred overnight. Following addition of water, the mixture was extracted with methylene chloride and purified by flash column chromatography (ethyl acetate) to yield the amide (136 mg, 86%). MS Found: (M+H)⁺=421.

[0692] (27e) In an analogous procedure to (1g), the product from reaction (27d) (136 mg, 0.32 mmol) was reacted with urea and purified by reverse phase HPLC (25-55% acetonitrile-water with 0.1% TFA) to provide the title barbituric acid (2.2 mg, 2%). MS found: (M+H)⁺=417.

Example 28 tert-Butyl 4-{5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}-1-piperidinecarboxylate trifluoroacetate

[0693] (28a) Titanium tetrachloride (22 mL, 0.2 mol) was added dropwise over 30 min to a mixture of tetrahydrofuran (400 mL) and carbon tetrachloride (50 mL) at −10° C. To the resulting yellow slurry were added dimethyl malonate (11.5 mL, 0.10 mol), and a solution of tert-butyl 4-oxo-1-piperidine carboxylate (20 g, 0.10 mol) in THF (50 mL). Then pyridine (35 mL) was added dropwise over 30 min. After 30 min at −10° C., the mixture was stirred at ambient temperature overnight. To the resulting slurry was added water (200 mL) and ethyl acetate (200 mL). The organic layer was separated, washed with brine, dried (MgSO₄) and concentrated in vacuo. Purification using silica gel chromatography (30% ethyl acetate/hexane) provided the desired product with minor impurity (0.81 g), which was used in the next step without further purification. MS found: (M+H)⁺=314.

[0694] (28b) The product from reaction (28a) (0.72 g, 2.3 mmol) in methanol (20 mL) was treated with 10 wt % palladium on carbon (0.15 g) and the mixture stirred under balloon pressure hydrogen for 5 h. The mixture was purged with nitrogen, and filtered to remove the catalyst. The filtrate was concentrated to provide the desired product (0.71 mg, 98%). MS found: (M+Na)⁺=338.

[0695] (29c-f) Following procedures analogous to that used in reactions (12b-d), and (13c) except that 10 eq of magnesium turnings were used in reaction (29f), the title compound was obtained (0.10 g, 14.9% for 4 steps). MS found: (M+H)⁺=616.4.

Example 29 4-[(2-Methyl-4-quinolinyl)methoxy]-N-{[2,4,6-trioxo-5-(4-piperidinyl)hexahydro-5-pyrimidinyl]methyl}benzamide bis(trifluoroacetate)

[0696] Following a procedure analogous to that used in reaction (8), the material from Example 28 was converted to the title compound (24 mg, 94%). MS found: (M+H)⁺=516.4.

Example 30 N-({5-[1-(2,2-Dimethylpropanoyl)-4-piperidinyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}methyl)-4-[(2-methyl-4-quinolinyl)methoxy]benzamide

[0697] Following a procedure analogous to that used in reaction (10), the material from Example 8 was reacted with trimethylacetyl chloride for 5 days to provide the title compound (10.5 mg, 70%). MS found: (M+H)⁺=601.4.

Example 31 N-(5-Methyl-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl)-4-phenoxy-benzamide

[0698] (31a) Using a procedure analogous to reaction (3g), the HCl salt (104 mg, 0.6 mmol) from (3b) was treated with 4-phenoxybenzoic acid (127 mg, 1 eq) to yield the amide as a white solid (146 mg, 66%). MS Found: (M+H)⁺=372.

[0699] (31b) Using a procedure analogous to reaction (3h), the title barbituric acid (20 mg, 15%) was obtained. MS Found: (M−H)⁻=366.

Example 32 Biphenyl-4-carboxylic acid [(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]amide trifluoroacetate

[0700] (32a) Using a procedure analogous to reaction (3g), the HCl salt (122 mg, 0.7 mmol) from (3b) was treated with biphenyl-4-carboxylic acid (138 mg, 1 eq) to yield the amide as a white solid (98 mg, 40%).

[0701] (32b) Using a procedure analogous to reaction (3h), the title barbituric acid (4 mg, 4%) was obtained. MS Found: (M−H)⁻=350.

Example 33 4-[(2-Methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)-(4-pyridinyl)methyl]benzamide trifluoroacetate

[0702] (33a) Using a procedure analogous to reaction (3g), 4-(aminomethyl)pyridine (3.61 g, 33 mmol) was treated with p-hydroxybenzoic acid (4.61 g, 1 eq) to yield the amide as a white solid (4.08 g, 54%).

[0703] (33b) Using a procedure analogous to reaction (1f), the amide (292 mg, 1.28 mmol) from (33a) was reacted with 4-(chloromethyl)-2-methylquinoline (245 mg, 1 eq) to yield the quinoline ether (430 mg, 88%). MS Found: (M+H)⁺=384.

[0704] (33c) The quinoline ether (430 mg, 1.12 mmol) from (33b) was reacted with Oxone (500 mg, 0.73 eq) and sodium bicarbonate (200 mg, 2.1 eq) in water (1.7 mL) and methanol (5.5 mL) at 50° C. for 12 h. The reaction mixture was filtered, the filtrate was injected to reverse-phase HPLC to obtain the desired pyridine N-oxide (132.3 mg, 29%). MS Found: (M+H)⁺=400.

[0705] (33d) Using a procedure analogous to reaction (3h), dimethyl methylmalonate (5 mL, 37.57 mmol) was converted to 5-methylbarbituric acid (3.66 g, 69%).

[0706] (33e) The pyridine N-oxide (130 mg, 0.33 mmol) from (33c) and 5-methylbarbituric acid (46 mg, 1 eq) from (33d) were dissolved in acetic anhydride (2 mL) and warmed to 80° C. for 19 h. The mixture was concentrated, dissolved in methanol and injected to reverse-phase HPLC. The title barbituric acid (54.8 mg, 32%) was obtained. MS Found: (M+H)⁺=524.

Example 34 4-(2-Methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(4-pyridin-3-ylmethyl-piperazin-1-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide

[0707] Following the procedure analogous to that used in reaction (9), the compound from Example 8 was reacted with 3-pyridine-carboxaldehyde for 2 days to provide the title compound (7.6 mg, 51%). MS found: (M+H)⁺=608.4.

Example 35 N-[5-(1-Methyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0708] Following procedure analogous to that used in reaction (9), the compound from Example 29 was converted to the title compound (9 mg, 63%). MS found: (M+H)⁺=530.4.

Example 36 N-[5-(1-Isopropyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0709] Following the procedure analogous to that used in reaction (9), the compound from Example 29 was reacted with acetone for 5 days to provide the title compound (7 mg, 32.8%). MS found: (M+H)⁺=558.4.

Example 37 4-(2-Methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(1-prop-2-ynyl-piperidin-4-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide

[0710] Following the procedure analogous to that used in reaction (10), the compound from Example 29 was reacted with propargyl bromide to provide the title compound (8.5 mg, 40%). MS found: (M+H)⁺=554.4.

Example 38 N-[5-(1-Methanesulfonyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0711] Following the procedure analogous to that used in reaction (11), the compound from Example 29 was converted to the title compound (5 mg, 31%). MS found: (M+H)⁺=594.

Example 39 4-(2-Methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(1-pyridin-3-ylmethyl-piperidin-4-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide

[0712] Following procedures analogous to that used in reaction (9), the compound from Example 29 was reacted with 3-pyridinecarboxaldehyde for 2 days to provide the title compound (7.3 mg, 45%). MS found: (M−H)⁻=605.5.

Example 40 4-(2-Methyl-quinolin-4-ylmethoxy)-N-{2,4,6-trioxo-5-[1-(tetrahydro-pyran-4-yl)-piperidin-4-yl]-hexahydro-pyrimidin-5-ylmethyl}-benzamide

[0713] Following the procedure analogous to that used in reaction (9), the compound from Example 29 was reacted with tetrahydro-4H-pyran-4-one for 5 days to provide the title compound (5 mg, 22%). MS found: (M+H)⁺=600.4.

Example 41 N-[5-(1-Acetyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0714] Following the procedure analogous to that used in reaction (24), the compound from Example 29 was converted to the title compound (5 mg, 30%). MS found: (M+H)⁺=558.

Example 42 N-{5-[1-(2,2-Dimethyl-propionyl)-piperidin-4-yl]-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl}-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0715] Following the procedure analogous to that used in reaction (30), the compound from Example 29 was converted to the title compound (14 mg, 90%). MS found: (M+H)⁺=600.5.

Example 43 4-(2-Methyl-quinolin-4-ylmethoxy)-N-{2,4,6-trioxo-5-[1-(pyridine-3-carbonyl)-piperidin-4-yl]-hexahydro-pyrimidin-5-ylmethyl}-benzamide

[0716] Following the procedure analogous to that used in reaction (25), the compound from Example 29 was converted to the title compound (6 mg, 48%). MS found: (M+H)⁺=621.4.

Example 44 4-[4-(2-Methyl-quinolin-4-ylmethoxy)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester

[0717] (44a) To a −78° C. solution of N,N-diisopropylamine (5.87 mL, 41.8 mmol) in anhydrous THF (100 mL) was added n-butyllithium (1.6 M in hexane, 26.0 mL, 41.6 mmol). After 30 min, a solution of 3S,4S-4-benzyloxycarbonylamino-pyrrolidine-1,3-dicarboxylic acid 1-tert-butyl ester 3-methyl ester (synthesis described in WO0170673) (7.20 g, 19.0 mmol) in THF (50 mL) was cannulated into the above LDA solution. The resulting mixture was stirred at −78° C. for 45 min. before methyl chloroformate (1.76 mL, 1.2 eq.) was added. The reaction was continued to stir at −78° C. for 1 h, then quenched with aqueous ammonium chloride (100 mL). The mixture was warmed to rt and extracted with ethyl acetate (200 mL). The extract was washed with brine, dried (MgSO₄) and concentrated. Purification using silica gel chromatography (30%, then 40% ethyl acetate/hexane) provided the desired dimethyl ester (6.82 g). MS found: (M+Na)⁺=459.

[0718] (44b) The product from reaction 44a (3.40 g, 7.79 mmol) in methanol (80 ml) was treated with 10 wt % palladium hydroxide on carbon (0.70 g) and stirred under balloon pressure hydrogen for 2 h. The mixture was purged with nitrogen and the catalyst removed by filtration. The filtrate was concentrated to provide the desired product (2.50 mg, 95%). MS found: (M+H)⁺=303.

[0719] (44c-d) Following procedures analogous to that used in reactions (12d-e), the title compound was obtained as a racemic material due to racemization that occurred during the barbituric acid formation (0.76 g, 45% for 2 steps). MS found: (M+H)⁺=574.3; Chiral HPLC, for (44c), OJ column, methanol/isopropanol/hexane (1:1:8), 1.0 mL/min, ee %>99%; for (44d), AS column, methanol/isopropanol/hexane (7.5:7.5:85), 1.0 mL/min, ee %<6%.

Example 45 4-[4-(1,1-Dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester

[0720] (45a-b) Following the procedures analogous to that used in reaction 44c-d, the intermediate from 44b was coupled with 4-(1,1-Dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-benzoic acid, followed by barbituric acid formation to provide the title compound (0.24 g, 47% for 2 steps). MS found: (M+Na)⁺=620.1.

Example 46 4-[4-(2-Isopropyl-benzoimidazol-1-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester

[0721] (46a-b) Following the procedures analogous to that used in reactions 44c-d, the intermediate from 44b was coupled with 4-(2-isopropylbenzoimidazol-1-ylmethyl)benzoic acid, followed by barbituric acid formation to provide the title compound (0.22 g, 60% for 2 steps). MS found: (M+H)⁺=575.3.

Example 47 4-[4-(2-Methyl-quinolin-4-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester

[0722] (47a-b) Following the procedures analogous to that used in reactions 44c-d, the intermediate from 44b was coupled with 4-(2-methylquinolin-4-ylmethyl)benzoic acid, followed by barbituric acid formation to provide the title compound (0.11 g, 33% for 2 steps). MS found: (M+H)⁺=558.3

Example 48 4-(2-Methyl-quinolin-4-ylmethoxy)-N-(6,8,10-trioxo-2-oxa-7,9-diaza-spiro[4.5]dec-4-yl)-benzamide

[0723] (48a) Following the procedure analogous to that used in reaction 44a, 4-[4-(2-Methyl-quinolin-4-ylmethoxy)-benzoylamino]-tetrahydro-furan-3-carboxylic acid methyl ester (0.20 g, 0.476 mmol) was converted to the desired dimethyl ester (48 mg, 21%). MS found: (M+H)⁺=479.3.

[0724] (48b) Following the procedure analogous to that used in reaction 44d, the dimethyl ester above was converted to the title compound (2 mg, 4.5%). MS found: (M+H)⁺=475.3.

Example 49 7-[4-(2-Methyl-quinolin-4-ylmethoxy)-benzoylamino]-1,3,5-trioxo-2,4,9-triaza-spiro[5.5]undecane-9-carboxylic acid tert-butyl ester

[0725] (49a) Following the procedure analogous to that used in reaction 44a, 3-[4-(2-Methyl-quinolin-4-ylmethoxy)-benzoylamino]-piperidine-1,4-dicarboxylic acid 1-tert-butyl ester 4-methyl ester (0.50 g, 0.914 mmol) was converted to the desired dimethyl ester (110 mg, 20%). MS found: (M+H)⁺=606.4.

[0726] (49b) Following the procedure analogous to that used in reaction 44d, the dimethyl ester above was converted to the title compound (27.6 mg, 50.7%). MS found: (M+H)⁺=588.4.

Example 50 N-(2-Acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0727] Following the procedures analogous to that used in Examples 8 and 24, the compound from Example 44 was converted to the title compound (5 mg, 22%). MS found: (M+H)⁺=516.

Example 51 N-(2-Methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0728] Following the procedures analogous to that used in Examples 8 and 11, the compound from Example 44 was converted to the title compound (7 mg, 44%). MS found: (M+H)⁺=552.

Example 52 N-[2-(2,2-Dimethyl-propionyl)-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide

[0729] Following the procedures analogous to that used in Examples 8 and 30, the compound from Example 44 was converted to the title compound (10 mg, 63%). MS found: (M+H)⁺=558.

Example 53 4-(2-Methyl-quinolin-4-ylmethoxy)-N-[6,8,10-trioxo-2-(pyridine-3-carbonyl)-2,7,9-triaza-spiro[4.5]dec-4-yl]-benzamide

[0730] Following the procedures analogous to that used in Examples 8 and 25, the compound from Example 44 was converted to the title compound (20 mg, 60%). MS found: (M+H)⁺=579.

Example 54 N-(2-Acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethyl)-benzamide

[0731] Following the procedures analogous to that used in Examples 8 and 24, the compound from Example 47 was converted to the title compound (5 mg, 34%). MS found: (M+H)⁺=500.

Example 55

[0732] N-(2-Methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethyl)-benzamide

[0733] Following the procedures analogous to that used in Examples 8 and 11, the compound from Example 47 was converted to the title compound (11.9 mg, 76.8%). MS found: (M+H)⁺=536.

Example 56

[0734] N-(2-Acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-isopropyl-benzoimidazol-1-ylmethyl)-benzamide

[0735] Following the procedures analogous to that used in Examples 8 and 24, the compound from Example 46 was converted to the title compound (8 mg, 54%). MS found: (M+H)⁺=517.

Example 57 4-(2-Isopropyl-benzoimidazol-1-ylmethyl)-N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-benzamide

[0736] Following the procedures analogous to that used in Examples 8 and 11, the compound from Example 46 was converted to the title compound (13 mg, 83%). MS found: (M+H)⁺=553.

Example 58

[0737] N-(2-Acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(1,1-dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-benzamide

[0738] Following the procedures analogous to that used in Examples 8 and 24, the compound from Example 45 was converted to the title compound (8 mg, 54%). MS found: (M+H)⁺=540.

Example 59 4-(1,-Dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-benzamide

[0739] Following the procedures analogous to that used in Examples 8 and 11, the compound from Example 45 was converted to the title compound (3.6 mg, 22%). MS found: (M+Na)⁺=598.

Example 60 1-(4-Phenoxy)phenyl-5,7-diazaspiro[2.5]octane-4,6,8-trione

[0740] (60a) A mixture of 4-hydroxybenzaldehyde (1.50 g, 12.3 mmol) and diethylmalonate (2.52 g, 15.7 mmol), 0.12 mL of piperidine, and 0.06 mL of acetic acid were added to 6 mL of toluene. The reaction mixture was heated to reflux in a Dean-Stark apparatus for 18 h. The residue was diluted with methylene chloride, washed with 1N HCl, and saturated sodium bicarbonate. The organic layer was separated, dried over sodium sulfate, concentrated, and the residue purified by column chromatography (50% Ether/Hexanes), followed by trituration of the resulting solid with hexanes to provide diethyl-4-hydroxybenzylidenemalonate (60a) as a light yellow solid. LCMS (M+H)⁺=256.35. ¹H NMR (CDCl₃) δ, 7.75, s, 1H, 7.40, d, 2H, 6.80, d, 2H, 5.90, s, 1H, 4.4-=4.20, m, 4H, 1.25, t, 6H.

[0741] (60b) The product from (60a) (600 mg, 2.27 mmol), phenylboronic acid (571 mg, 4.54 mmol), copper (II) acetate (412 mg, 2.27 mmol) and pyridine (900 mg, 11.35 mmol) was suspended in 23 mL of methylene chloride at rt for 15 h. The mixture was filtered through Celite® and concentrated. The residue was purified by silica gel chromatography (20% ether/hexanes) to provide 714 mg (92%) of diethyl-4-(Phenyloxy)benzylidenemalonate as a colorless oil. ¹H NMR (CDCl₃) δ, 7.75, s, 1H, 7.50-6.90, m, 9H, 4.40-4.20 m, 4H, 1.32, t, 6H.

[0742] (60c) A mixture of trimethylsulfoxonium chloride (308 mg, 2.35 mmol) and sodium hydride (60% in oil) (94 mg, 2.35 mmol) was stirred at room temperature for 20 min in 4 mL of DMSO. A solution of diethyl-4-(phenyloxy)benzylidenemalonate (714 mg, 2.09 mmol) in 4 mL of THF was added dropwise, and the reaction mixture stirred at rt for 1 h. The reaction mixture was then heated to 50° C. for 2 h and allowed to cool to rt. The mixture was poured into ice cold water, and extracted three times with diethylether. The organic layer was washed with brine, separated, dried over magnesium sulfate and concentrated to provide 2-(4-phenyloxy)phenyl-1,1-cyclopropanedicarboxylic acid diethyl ester in purity >95% purity. ¹H NMR (CDCl₃) δ, 7.3-6.8, m, 9H, 4.40-4.20, m, 2H, 3.95 q, 2H, 3.15, t, 1H, 3.15, m, 1H, 1.8, m,1H, 1.3, t, 3H, 0.95, t, 3H.

[0743] (60d) Sodium (66 mg, 2.86 mmol) was added to 10 mL of anhydrous ethanol and the mixture was stirred until homogeneous. Urea (215 mg, 3.57 mmol) was added and the mixture stirred at rt for 1 h. A solution of (60c) in 10 mL of anhydrous ethanol was added dropwise and the mixture heated to reflux for 4 h. The mixture was cooled to rt, and partitioned beween ethyl acetate and water. The organic layer was washed with water and brine, separated, dried over magnesium sulfate, and concentrated. The residue was purified by preparative HPLC to provide the title compound in 5% yield. (M+MeOH—H)³¹ =354.3, (M−H)⁻=321.2. ¹H NMR (d₆-DMSO) δ, 11.20, s, 1H, 11.10, s, 7.59-6.84 m, 9H, 3.65-3.60, m, 1H, 2.45-2.35 m, 1H, 2.25-2.15, m, 1H.

[0744] Tables 1-4 below provide representative Examples, the synthesis of which is described above, of the compounds of the present invention. TABLE 1

MS [M + Ex R¹ W—U—X—Y U^(a)—X^(a)—Y^(a)—Z^(a) H] 1 Me —CH₂CO— (2-methyl-4- 446 quinolinyl)methoxy 2 Me —NHCO— (2-methyl-4- 447 quinolinyl)methoxy 3 Me —NHCO— (1,1-dioxido-2,3- 471 dihydro-4H-1,4- benzothiazin-4- yl)methyl 4 Me —NHCO— (2-methyl-4- 431 quinolinyl)methyl 5 Me —NHCO— (2-isopropyl-1H- 448 benzimidazol-1- yl)methyl 6 Me —CONH— (2-methyl-4- 447 quinolinyl)methoxy 7 4-Boc-1-piperazinyl —NHCO— (2-methyl-4- 617 quinolinyl)methoxy 8 1-piperazinyl —NHCO— (2-methyl-4- 517 quinolinyl)methoxy 9 4-Me-1-piperazinyl —NHCO— (2-methyl-4- 531 quinolinyl)methoxy 10 4-(2-propynyl)-1- —NHCO— (2-methyl-4- 555 piperazinyl quinolinyl)methoxy 11 4-(methylsulfonyl)- —NHCO— (2-methyl-4- 595 1-piperazinyl quinolinyl)methoxy 12 NHBoc —NHCO— (2-methyl-4- 548 quinolinyl)methoxy 19 Et —NHCO— (2-methyl-4- 461 quinolinyl)methoxy 20 4-benzyl-1- —NHCO— (2-methyl-4- 607.5 piperazinyl quinolinyl)methoxy 21 isopropyl —NHCO— (2-methyl-4- 475 quinolinyl)methoxy 23 4-isopropyl-1- —NHCO— (2-methyl-4- 559.6 piperazinyl quinolinyl)methoxy 24 4-acetyl-1- —NHCO— (2-methyl-4- 559.5 piperazinyl quinolinyl)methoxy 25 4-(3- —NHCO— (2-methyl-4- 622.5 pyridinylcarbonyl)- quinolinyl)methoxy 1-piperazinyl 26 benzyl —NHCO— (2-methyl-4- 523 quinolinyl)methoxy 28 1-Boc-4-piperidinyl —NHCO— (2-methyl-4- 616.4 quinolinyl)methoxy 29 4-piperidinyl —NHCO— (2-methyl-4- 516.4 quinolinyl)methoxy 30 4-Piv-1-piperazinyl —NHCO— (2-methyl-4- 601.4 quinolinylmethoxy 31 Me —NHCO— phenoxy [M − H] 366 32 Me —NHCO— phenyl [M − H] 350 34 4-(3- —NHCO— (2-methyl-4- 608.4 pyridinylmethyl)- quinolinyl)methoxy 1-piperazinyl 35 1-methyl-4- —NHCO— (2-methyl-4- 530.4 piperidinyl quinolinyl)methoxy 36 1-isopropyl-4- —NHCO— (2-methyl-4- 558.4 piperidinyl quinolinyl)methoxy 37 1-(2-propynyl)-4- —NHCO— (2-methyl-4- 554.4 piperidinyl quinolinyl)methoxy 38 1-(methylsulfonyl)- —NHCO— (2-methyl-4- 594 4-piperidinyl quinolinyl)methoxy 39 1-(3- —NHCO— (2-methyl-4- [M − pyridinylmethyl)- quinolinyl)methoxy H] 4-piperidinyl 605.5 40 1-(tetrahydro-pyran- —NHCO— (2-methyl-4- 600.4 4-yl)-4-piperidinyl quinolinyl)methoxy 41 1-acetyl-4- —NHCO— (2-methyl-4- 558 piperidinyl quinolinyl)methoxy 42 1-Piv-4-piperidinyl —NHCO— (2-methyl-4- 600.5 quinolinyl)methoxy 43 1-(3- —NHCO— (2-methyl-4- 621.4 pyridinylcarbonyl)- quinolinyl)methoxy 4-piperidinyl

[0745] TABLE 2

MS Ex A W—U—X—Y Z U^(a)—X^(a)—Y^(a) [M + H] 17 CH₂ —NHCO— 1,4-phenylene OCH₂ 433 18 CH₂ —CONH— 1,4-phenylene OCH₂ 433 22 C(═O) —NHCO— 2,6- OCH₂ 497 naphthylene 27 C(═O) —NHCO— 1,3-phenylene — 417

[0746] TABLE 3

MS Ex q W—U—X—Y Z [M + H] 13 4 —NHCO— (2-methyl-4- 487 quinolinyl)methoxy 14 3 —NHCO— (2-methyl-4- 473 quinolinyl)methoxy 60 1 — phenoxy [M − H]   321.2

[0747] TABLE 3a

MS Ex q W—U—X—Y Z [M + H] 15* 1 —NHCO— (2-methyl-4- 473 quinolinyl)methoxy 16* 1 —NHCO— (2-methyl-4- 473 quinolinyl)methoxy

[0748] TABLE 3b

Example 44-47, 50-59

Example 48

Example 49 MS Ex R¹⁰ U^(a)—X^(a)—Y^(a)—Z^(a) [M + H] 44 Boc (2-methyl-4- 574.3 quinolinyl)methoxy 45 Boc (1,1-dioxido-2,3-dihydro- [M + Na] 4H-1,4-benzothiazin-4- 620.1 yl)methyl 46 Boc 2-isopropyl-1H- 575.3 benzimidazol-1-yl)methyl 47 Boc (2-methyl-4- 558.3 quinolinyl)methyl 48 — (2-methyl-4- 475.3 quinolinyl)methoxy 49 Boc (2-methyl-4- 588.4 quinolinyl)methoxy 50 acetyl (2-methyl-4- 516 quinolinyl)methoxy 51 methylsulfonyl 2-methyl-4- 552 quinolinyl)methoxy 52 Piv (2-methyl-4- 558 quinolinyl)methoxy 53 3-pyridinylcarbonyl (2-methyl-4- 579 quinolinyl)methoxy 54 acetyl (2-methyl-4- 500 quinolinyl)methyl 55 methylsulfonyl (2-methyl-4- 536 quinolinyl)methyl 56 acetyl 2-isopropyl-1H- 517 benzimidazol-1-yl)methyl 57 methylsulfonyl 2-isopropyl-1H- 553 benzimidazol-1-yl)methyl 58 acetyl (1,1-dioxido-2,3-dihydro- 540 4H-1,4-benzothiazin-4- yl)methyl 59 methylsulfonyl (1,1-dioxido-2,3-dihydro- 598 4H-1,4-benzothiazin-4- yl)methyl

[0749] TABLE 4

MS Ex R¹ R² U^(a)—X^(a)—Y^(a)—Z^(a) [M + H] 33 Me 4-pyridinyl (2-methyl-4- 524 quinolinyl)methoxy

[0750] The following tables contain additional representative examples of the present invention. Each entry in each table is intended to be paired with each formula at the start of the table. For example, example 1 in Table 5 is intended to be paired with each of the following formulae A-AF. TABLE 5

A B

C D

E F

G H

I J

K L

M N

O P

Q R n = 0-1

S T

U V

W X

Y Z

AA AB

AC AD

AE AF Ex R^(A) A 5-1 4-(2-trifluoromethylphenyl) benzoyl C(═O) 5-2 4-(2-trifluoromethylphenoxy) benzoyl C(═O) 5-3 4-(3-methyl-2-pyridinyl)benzoyl C(═O) 5-4 4-phenylbenzoyl C(═O) 5-5 4-phenoxybenzoyl C(═O) 5-6 4-benzyloxybenzoyl C(═O) 5-7 4-(2-methoxyphenyl)benzoyl C(═O) 5-8 4-(2-methylphenyl)benzoyl C(═O) 5-9 4-(2-methoxyphenoxy)benzoyl C(═O) 5-10 4-(2-methylphenoxy)benzoyl C(═O) 5-11 4-(3-methylphenyl)benzoyl C(═O) 5-12 4-(4-quinolinyl)benzoyl C(═O) 5-13 4-(3,5-dimethylphenyl)benzoyl C(═O) 5-14 2-[2-(2-methylphenyl)] pyridinylbenzoyl C(═O) 5-15 5-[2-(2-methoxyphenyl)] pyridinylcarbonyl C(═O) 5-16 4-(2-methyl-4-quinolinylmethoxy)benzoyl C(═O) 5-17 4-[(2-methyl-4-quinolinyl)methyl]benzoyl C(═O) 5-18 4-(4-pyridinyl)benzoyl C(═O) 5-19 4-(2-butynyloxy)benzoyl C(═O) 5-20 4-(2-methylphenoxy)benzoyl C(═O) 5-21 4-(2-methyl-1-oxo-4-quinolinylmethoxy)benzoyl C(═O) 5-22 4-(2-methyl-1-oxo-4-quinolinylmethyl)benzoyl C(═O) 5-23 4-[(2-methyl-3-pyridinyl)methoxy]benzoyl C(═O) 5-24 4-[(2,5-dimethylbenzyl)oxy]benzoyl C(═O) 5-25 4-{[(2-methyl-4-quinolinyl)methyl]amino} benzoyl C(═O) 5-26 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)benzoyl C(═O) 5-27 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]benzoyl 5-28 4-[3-(3-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]benzoyl 5-29 4-[3-(2-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]benzoyl 5-30 4-[3-(4-quinolinyl)-4,5-dihydro-5- C(═O) isoxazolyl]benzoyl 5-31 4-[3-(2,6-dimethyl-4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]benzoyl 5-32 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]benzoyl 5-33 4-[5-(4-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]benzoyl 5-34 4-[5-(3-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]benzoyl 5-35 4-[5-(2-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]benzoyl 5-36 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-5- C(═O) carbonyl 5-37 6-[(2-methyl-4-quinolinyl)methoxy]-1-naphthoyl C(═O) 5-38 6-[(2-methyl-4-quinolinyl)methyl]-1-naphthoyl C(═O) 5-39 6-[(2-methyl-4-quinolinyl)methoxy]-1,2,3,4- C(═O) tetrahydro-1-isoquinolinecarbonyl 5-40 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- C(═O) tetrahydro-1-isoquinolinecarbonyl 5-41 {4-[(2-methyl-4-quinolinyl)methoxy]phenyl}acetyl C(═O) 5-42 {4-[(2-methyl-4-quinolinyl)methyl]phenyl}acetyl C(═O) 5-43 4-[(1H-benzimidazol-1-yl)methyl]benzoyl C(═O) 5-44 4-[(2-methyl-1H-benzimidazol-1-yl)methyl]benzoyl C(═O) 5-45 4-[(2-isopropyl-1H-benzimidazol-1- C(═O) yl)methyl]benzoyl 5-46 4-(1H-indol-3-ylmethyl)benzoyl C(═O) 5-47 4-[(5-phenyl-1H-imidazol-1-yl)methyl]benzoyl C(═O) 5-48 4-[(1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin- C(═O) 4-yl)methyl]benzoyl 5-49 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H-1,4- C(═O) benzothiazin-4-yl)methyl]benzoyl 5-50 4-(2-trifluoromethylphenyl)sulfonyl C(═O) 5-51 4-(2-trifluoromethylphenoxy)sulfonyl C(═O) 5-52 4-(3-methyl-2-pyridinyl)sulfonyl C(═O) 5-53 4-phenylsulfonyl C(═O) 5-54 4-phenoxysulfonyl C(═O) 5-55 4-benzyloxysulfonyl C(═O) 5-56 4-(2-methoxyphenyl)sulfonyl C(═O) 5-57 4-(2-methylphenyl)sulfonyl C(═O) 5-58 4-(2-methoxyphenoxy)sulfonyl C(═O) 5-59 4-(2-methylphenoxy)sulfonyl C(═O) 5-60 4-(3-methylphenyl)sulfonyl C(═O) 5-61 4-(4-quinolinyl)sulfonyl C(═O) 5-62 4-(3,5-dimethylphenyl)sulfonyl C(═O) 5-63 5-[2-(2-methylphenyl)]pyridinylsulfonyl C(═O) 5-64 5-[2-(2-methoxyphenyl)]pyridinylsulfonyl C(═O) 5-65 4-(2-methyl-4-quinolinylmethoxy)sulfonyl C(═O) 5-66 4-(2-methyl-4-quinolinylmethyl)sulfonyl C(═O) 5-67 4-(4-pyridinyl)sulfonyl C(═O) 5-68 4-(2-butynyloxy)sulfonyl C(═O) 5-69 4-(2-methylphenoxy)sulfonyl C(═O) 5-70 4-(2-methyl-1-oxo-4-quinolinylmethoxy)sulfonyl C(═O) 5-71 4-(2-methyl-1-oxo-4-quinolinylmethyl)sulfonyl C(═O) 5-72 4-[(2-methyl-3-pyridinyl)methoxy]sulfonyl C(═O) 5-73 4-[(2,5-dimethylbenzyl)oxy]sulfonyl C(═O) 5-74 4-{[(2-methyl-4-quinolinyl)methyl]amino}sulfonyl C(═O) 5-75 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)sulfonyl C(═O) 5-76 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]sulfonyl 577 4-[3-(3-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]sulfonyl 5-78 4-[3-(2-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]sulfonyl 5-79 4-[3-(4-quinolinyl)-4,5-dihydro-5- C(═O) isoxazolyl]sulfonyl 5-80 4-[3-(2,6-Dimethyl-4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]sulfonyl 5-81 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]sulfonyl 5-82 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]sulfonyl 5-83 4-[5-(2-pyridinyl)4,5-dihydro-3- C(═O) isoxazolyl]sulfonyl 5-84 4-[5-(4-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]sulfonyl 5-85 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-5- C(═O) sulfonyl 5-86 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- C(═O) sulfonyl 5-87 4-[(1H-benzimidazol-1-yl)methyl]sulfonyl C(═O) 5-88 4-[(2-methyl-1H-benzimidazol-1-yl)methyl]sulfonyl C(═O) 5-89 4-[(2-isopropyl-1H-benzimidazol-1- C(═O) yl)methyl]sulfonyl 5-90 4-(1H-indol-3-ylmethyl)sulfonyl C(═O) 5-91 4-[(5-phenyl-1H-imidazol-1-yl)methyl]sulfonyl C(═O) 5-92 4-[(1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin- C(═O) 4-yl)methyl]sulfonyl 5-93 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H-1,4- C(═O) benzothiazin-4-yl)methyl]sulfonyl 5-94 4-(4-quinolinyl)benzoyl CH₂ 5-95 4-(3,5-dimethylphenyl)benzoyl CH₂ 5-96 5-[2-(2-methylphenyl)] pyridinylbenzoyl CH₂ 5-97 5-[2-(2-methoxyphenyl)] pyridinylcarbonyl CH₂ 5-98 4-(2-methyl-4-quinolinylmethoxy)benzoyl CH₂ 5-99 4-(2-methyl-4-quinolinylmethyl)benzoyl CH₂ 5-100 4-(2-methyl-1-oxo-4-quinolinylmethoxy)benzoyl CH₂ 5-101 4-(2-methyl-1-oxo-4-quinolinylmethyl)benzoyl CH₂ 5-102 4-[(2-methyl-3-pyridinyl)methoxy]benzoyl CH₂ 5-103 4-[(2,5-dimethylbenzyl)oxy]benzoyl CH₂ 5-104 4-{[(2-methyl-4-quinolinyl)methyl]amino}benzoyl CH₂ 5-105 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)benzoyl CH₂ 5-106 4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]benzoyl 5-107 4-[3-(3-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]benzoyl 5-108 4-[3-(2-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]benzoyl 5-109 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-5- CH₂ carbonyl 5-110 6-[(2-methyl-4-quinolinyl)methoxy]-1-naphthoyl CH₂ 5-111 6-[(2-methyl-4-quinolinyl)methyl]-1-naphthoyl CH₂ 5-112 6-[(2-methyl-4-quinolinyl)methoxy]-1,2,3,4- CH₂ tetrahydro-1-isoquinolinecarbonyl 5-113 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- CH₂ tetrahydro-1-isoquinolinecarbonyl 5-114 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- CH₂ carboxamide 5-115 {4-[(2-methyl-4-quinolinyl)methoxy]phenyl}acetyl CH₂ 5-116 {4-[(2-methyl-4-quinolinyl)methyl]phenyl}acetyl CH₂ 5-117 4-[(1H-benzimidazol-1-yl)methyl]benzoyl CH₂ 5-118 4-[(2-methyl-1H-benzimidazol-1-yl)methyl]benzoyl CH₂ 5-119 4-[(2-isopropyl-1H-benzimidazol-1- CH₂ yl)methyl]benzoyl 5-120 4-(1H-indol-3-ylmethyl)benzoyl CH₂ 5-121 4-[(5-phenyl-1H-imidazol-1-yl)methyl]benzoyl CH₂ 5-122 4-[(1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin- CH₂ 4-yl)methyl]benzoyl 5-123 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H-1,4- CH₂ benzothiazin-4-yl)methyl]benzoyl

[0751] TABLE 6

AG AH

AI AJ

AK AL

AM AN

AO AP

AQ AR

AS AT

AU AV

AW AX n = 0-1

AY AZ

BA BB

BC BD

BE BF

BG BH

BI BJ

BK BL Ex R^(B) A 6-1 4-(2-trifluoromethylphenyl) anilino C(═O) 6-2 4-(2-trifluoromethylphenoxy) anilino C(═O) 6-3 4-(3-methyl-2-pyridinyl)anilino C(═O) 6-4 4-phenylanilino C(═O) 6-5 4-phenoxyanilino C(═O) 6-6 4-benzyloxyanilino C(═O) 6-7 4-(2-methoxyphenyl)anhlino C(═O) 6-8 4-(2-methylphenyl)anilino C(═O) 6-9 4-(2-methoxyphenoxy)anilino C(═O) 6-10 4-(2-methylphenoxy)anilino C(═O) 6-11 4-(3-methylphenyl)anilino C(═O) 6-12 4-(4-quinolinyl)anilino C(═O) 6-13 4-(3,5-dimethylphenyl)anilino C(═O) 6-14 5-[2-(2-methylphenyl)] pyridinylanilino C(═O) 6-15 5-[2-(2-methoxyphenyl)] pyridyl amino C(═O) 6-16 4-(2-methyl-4-quinolinylmethoxy)anilino C(═O) 6-17 4-(2-methyl-4-quinolinylmethyl)anilino C(═O) 6-18 4-(4-pyridinyl)anilino C(═O) 6-19 4-(2-butynyloxy)anilino C(═O) 6-20 4-(2-methylphenoxy)anilino C(═O) 6-21 4-(2-methyl-1-oxo-4-quinolinylmethoxy)anilino C(═0) 6-22 4-(2-methyl-1-oxo-4-quinolinylmethyl)anilino C(═O) 6-23 4-[(2-methyl-3-pyridinyl)methoxy]anilino C(═0) 6-25 4-[(2,5-dimethylbenzyl)oxy]anilino C(═0) 6-26 4-{[(2-methyl-4-quinolinyl)methyl]amino} C(═0) anilino 6-27 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)anilino C(═O) 6-28 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 6-29 4-[3-(3-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 6-30 4-[3-(2-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 6-31 4-[3-(4-quinolinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 6-32 4-[3-(2,6-Dimethyl-4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 6-33 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 6-34 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 6-35 4-[5-(2-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]anilino 6-36 4-[5-(4-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]anilino 6-37 1-[(2-methyl-4-quinolinyl)methyl]-1H-indolyl C(═O) amino 6-38 6-[(2-methyl-4-quinolinyl)methoxy]-1- C(═O) naphthylamino 6-39 6-(2-methyl-4-quinolinyl)methyl]-1- C(═O) naphthylamino 6-40 6-[(2-methyl-4-quinolinyl)methoxy]-1,2,3,4- C(═O) tetrahydro-1-isoquinolylamino 6-41 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- tetrahydro-1-isoquinolylamino 6-42 1-[(2-methyl-4-quinolinyl)methyl]-1H- benzimidazole-5-amino 6-43 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- C(═O) amino 6-44 {4-[(2-methyl-4- C(═O) quinolinyl)methoxy]phenyl}benzyl 6-45 {4-[(2-methyl-4- C(═O) quinolinyl)methyl]phenyl}benzyl 6-46 4-[(1H-benzimidazol-1-yl)methyl]anilino C(═O) 6-47 4-[(2-methyl-1H-benzimidazol-1- C(═O) yl)methyl]anilino 6-48 4-[(2-isopropyl-1H-benzimidazol-1- C(═O) yl)methyl]anilino 6-49 4-(1H-indol-3-ylmethyl)anilino C(═O) 6-50 4-[(5-phenyl-1H-imidazol-1-yl)methyl]anilino C(═O) 6-51 4-[(1,1-dioxido-2,3-dihydro-4H-1,4- C(═O) benzothiazin-4-yl)methyl]anilino 6-52 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H- C(═O) 1,4-benzothiazin-4-yl)methyl]anilino 6-53 4-(2-trifluoromethylphenyl) anilino CH₂ 6-54 4-(2-trifluoromethylphenoxy) anilino CH₂ 6-55 4-(3-methyl-2-pyridinyl)anilino CH₂ 6-56 4-phenylanilino CH₂ 6-57 4-phenoxyanilino CH₂ 6-58 4-benzyloxyanilino CH₂ 6-59 4-(2-methoxyphenyl)anilino CH₂ 6-60 4-(2-methylphenyl)anilino CH₂ 6-61 4-(2-methoxyphenoxy)anilino CH₂ 6-62 4-(2-methylphenoxy)anilino CH₂ 6-63 4-(3-methylphenyl)anilino CH₂ 6-64 4-(4-quinolinyl)anilino CH₂ 6-65 4-(3,5-dimethylphenyl)anilino CH₂ 6-66 5-[2-(2-methylphenyl)]pyridinylanilino CH₂ 6-67 5-[2-(2-methoxyphenyl)]pyridyl amino CH₂ 6-68 4-(2-methyl-4-quinolinylmethoxy)anilino CH₂ 6-69 4-(2-methyl-4-quinolinylmethyl)anilino CH₂ 6-70 4-(4-pyridinyl)anilino CH₂ 6-71 4-(2-butynyloxy)anilino CH₂ 6-72 4-(2-methylphenoxy)anilino CH₂ 6-73 4-(2-methyl-1-oxo-4-quinolinylmethoxy)anilino CH₂ 6-74 4-(2-methyl-1-oxo-4-quinolinylmethyl)anilino CH₂ 6-75 4-[(2-methyl-3-pyridinyl)methoxy]anilino CH₂ 6-76 4-[(2,5-dimethylbenzyl)oxy]anilino CH₂ 6-77 4-{[(2-methyl-4-quinolinyl)methyl]amino} CH₂ anilino 6-78 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)anilino CH₂ 6-79 4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 6-80 4-[3-(3-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 6-81 4-[3-(2-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 6-82 4-[3-(4-quinolinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 6-83 4-[3-(2,6-Dimethyl-4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 6-84 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 6-85 4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 6-86 4-[5-(2-pyridinyl)-4,5-dihydro-3- CH₂ isoxazolyl]anilino 6-87 4-[5-(4-pyridinyl)-4,5-dihydro-3- CH₂ isoxazolyl]anilino 6-88 1-[(2-methyl-4-quinolinyl)methyl]-1H-indolyl CH₂ amino 6-89 6-[(2-methyl-4-quinolinyl)methoxy]-1- CH₂ naphthylamino 6-90 6-[(2-methyl-4-quinolinyl)methyl]-1- CH₂ naphthylamino 6-91 6-[(2-methyl-4-quinolinyl)methoxy]-l,2,3,4- CH₂ tetrahydro-1-isoquinolylamino 6-92 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- CH₂ tetrahydro-1-isoquinolylamino 6-93 1-[(2-methyl-4-quinolinyl)methyl]-1H- CH₂ benzimidazole-5-amino 6-94 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- CH₂ amino 6-95 {4-[(2-methyl-4- CH₂ quinolinyl)methoxy]phenyl}benzyl 6-96 {4-[(2-methyl-4- CH₂ quinolinyl)methyl]phenyl}benzyl 6-97 4-[(1H-benzimidazol-1-yl)methyl]anilino CH₂ 6-98 4-[(2-methyl-1H-benzimidazol-1- CH₂ yl)methyl]anilino 6-99 4-[(2-isopropyl-1H-benzimidazol-1- CH₂ yl) methyl]anilino 6-100 4-(1H-indol-3-ylmethyl)anilino CH₂ 6-101 4-[(5-phenyl-1H-imidazol-1-yl)methyl]anilino CH₂ 6-102 4-[(1,1-dioxido-2,3-dihydro-4H-1,4- CH₂ benzothiazin-4-yl)methyl]anilino 6-103 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H- CH₂ 1,4-benzothiazin-4-yl)methyl]anilino

[0752] TABLE 7

BM BN

BO BP

BQ BR

BS BT

BU BV

BW BX

BY BZ

CA CB

CC CD n = 0-

CE CF

CG CH

CI CJ

CK CL

CM CN

CO CP

CQ CR Ex R^(C) A 7-1 4-(2-trifluoromethylphenyl) phenyl C(═O) 7-2 4-(2-trifluoromethylphenoxy) phenyl C(═O) 7-3 4-(3-methyl-2-pyridinyl)phenyl C(═O) 7-4 4-phenylphenyl C(═O) 7-5 4-phenoxyphenyl C(═O) 7-6 4-benzyloxyphenyl C(═O) 7-7 4-(2-methoxyphenyl)phenyl C(═O) 7-8 4-(2-methylphenyl)phenyl C(═O) 7-9 4-(2-methoxyphenoxy)phenyl C(═O) 7-10 4-(2-methylphenoxy)phenyl C(═O) 7-11 4-(3-methylphenyl)phenyl C(═O) 7-12 4-(4-quinolinyl)phenyl C(═O) 7-13 4-(3,5-dimethylphenyl)phenyl C(═O) 7-14 5-[2-(2-methylphenyl)] pyridinylphenyl C (═O) 7-15 5-[2-(2-methoxyphenyl)] pyridyl C(═O) 7-16 4-(2-methyl-4-quinolinylmethoxy)phenyl C(═O) 7-17 4-(2-methyl-4-quinolinylmethyl)phenyl C(═O) 7-18 4-(4-pyridinyl)phenyl C(═O) 7-19 4-(-2-butynyloxy)phenyl C(═O) 7-20 4-(2-methylphenoxy)phenyl C(═O) 7-21 4-(2-methyl-1-oxo-4-quinolinylmethoxy)phenyl C(═O) 7-22 4-(2-methyl-1-oxo-4-quinolinylmethyl)phenyl C(═O) 7-23 4-[(2-methyl-3-pyridinyl)methoxy]phenyl C(═O) 7-25 4-[(2,5-dimethylbenzyl)oxy]phenyl C(═O) 7-26 4-{[(2-methyl-4-quinolinyl)methyl]amino} C(═O) phenyl 7-27 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)phenyl C(═O) 7-28 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]phenyl 7-29 4-[3-(3-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]phenyl 7-30 4-[3-(2-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]phenyl 7-31 4-[3-(4-quinolinyl)-4,5-dihydro-5- C(═O) isoxazolyl]phenyl 7-32 4-[3-(2,6-Dimethyl-4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]phenyl 7-33 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]phenyl 7-34 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]phenyl 735 4-[5-(2-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]phenyl 7-36 4-[5-(4-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]phenyl 7-37 1-[(2-methyl-4-quinolinyl)methyl]-1H-indolyl C(═O) amino 7-38 6-[(2-methyl-4-quinolinyl)methoxy]-1- C(═O) naphthylamino 7-39 6-[(2-methyl-4-quinolinyl)methyl]-1- C(═O) naphthylamino 7-40 6-[(2-methyl-4-quinolinyl)methoxy]-1,2,3,4- C(═O) tetrahydro-1-isoquinolyl 7-41 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- C(═O) tetrahydro-1-isoquinolyl 7-42 1-[(2-methyl-4-quinolinyl)methyl]-1H- C(═O) benzimidazole-5-amino 7-43 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- C(═O) amino 7-44 {4-[(2-methyl-4- C(═O) quinolinyl)methoxy]phenyl}benzyl 7-45 {4-[(2-methyl-4- C(═O) quinolinyl)methyl]phenyl}benzyl 7-46 4-[(1H-benzimidazol-1-yl)methyl]phenyl C(═O) 7-47 4-[(2-methyl-1H-benzimidazol-1- C(═O) yl)methyl]phenyl 7-48 4-[(2-isopropyl-1H-benzimidazol-1- C(═O) yl)methyl]phenyl 7-49 4-(1H-indol-3-ylmethyl)phenyl C(═O) 7-50 4-[(5-phenyl-1H-imidazol-1-yl)methyl]phenyl C(═O) 7-51 4-[(1,1-dioxido-2,3-dihydro-4H-1,4- C(═O) benzothiazin-4-yl)methyl]phenyl 7-52 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H- C(═O) 1,4-benzothiazin-4-yl)methyl]phenyl 7-53 4-(2-trifluoromethylphenyl) phenyl CH₂ 7-54 4-(2-trifluoromethylphenoxy) phenyl CH₂ 7-55 4-(3-methyl-2-pyridinyl)phenyl CH₂ 7-56 4-phenylphenyl CH₂ 7-57 4-phenoxyphenyl CH₂ 7-58 4-benzyloxyphenyl CH₂ 7-59 4-(2-methoxyphenyl)phenyl CH₂ 7-60 4-(2-methylphenyl)phenyl CH₂ 7-61 4-(2-methoxyphenoxy)phenyl CH₂ 7-62 4-(2-methylphenoxy)phenyl CH₂ 7-63 4-(3-methylphenyl)phenyl CH₂ 7-64 4-(4-quinolinyl)phenyl CH₂ 7-65 4-(3,5-dimethylphenyl)phenyl CH₂ 7-66 5-[2-(2-methylphenyl)] pyridinylphenyl CH₂ 7-67 5-[2-(2-methoxyphenyl)] pyridyl CH₂ 7-68 4-(2-methyl-4-quinolinylmethoxy)phenyl CH₂ 7-69 4-(2-methyl-4-quinolinylmethyl)phenyl CH₂ 7-70 4-(4-pyridinyl)phenyl CH₂ 7-71 4-(2-butynyloxy)phenyl CH₂ 7-72 4-(2-methylphenoxy)phenyl CH₂ 7-73 4-(2-methyl-1-oxo-4-quinolinylmethoxy)phenyl CH₂ 7-74 4-(2-methyl-1-oxo-4-quinolinylmethyl)phenyl CH₂ 7-75 4-[(2-methyl-3-pyridinyl)methoxy]phenyl CH₂ 7-76 4-[(2,5-dimethylbenzyl)oxy]phenyl CH₂ 7-77 4-{[(2-methyl-4-quinolinyl)methyl]amino} CH₂ phenyl 7-78 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)phenyl CH₂ 7-79 4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]phenyl 7-80 4-[3-(3-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]phenyl 7-81 4-[3-(2-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]phenyl 7-82 4-[3-(4-quinolinyl)-4,5-dihydro-5- CH₂ isoxazolyl]phenyl 7-83 4-[3-(2,6-Dimethyl-4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]phenyl 7-84 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]phenyl 7-85 4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]phenyl 7-86 4-[5-(2-pyridinyl)-4,5-dihydro-3- CH₂ isoxazolyl]phenyl 7-87 4-[5-(4-pyridinyl)-4,5-dihydro-3- CH₂ isoxazolyl]phenyl 7-88 1-[(2-methyl-4-quinolinyl)methyl]-1H-indolyl CH₂ amino 7-89 6-[(2-methyl-4-quinolinyl)methoxy]-1- CH₂ naphthylamino 7-90 6-[(2-methyl-4-quinolinyl)methyl]-1- CH₂ naphthylamino 7-91 6-[(2-methyl-4-quinolinyl)methoxy]-1,2,3,4- CH₂ tetrahydro-1-isoquinolyl 7-92 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- CH₂ tetrahydro-1-isoquinolyl 7-93 1-[(2-methyl-4-quinolinyl)methyl]-1H- CH₂ benzimidazole-5-amino 7-94 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- CH₂ amino 7-95 {4-[(2-methyl-4- CH₂ quinolinyl)methoxy]phenyl}benzyl 7-96 {4-[(2-methyl-4- CH₂ quinolinyl)methyl]phenyl}benzyl 7-97 4-[(1H-benzimidazol-1-yl)methyl]phenyl CH₂ 7-98 4-[(2-methyl-1H-benzimidazol-1- CH₂ yl)methyl]phenyl 7-99 4-[(2-isopropyl-1H-benzimidazol-1- CH₂ yl)methyl]phenyl 7-100 4-(1H-indol-3-ylmethyl)phenyl CH₂ 7-101 4-[(5-phenyl-1H-imidazol-1-yl)methyl]phenyl CH₂ 7-102 4-[(1,1-dioxido-2,3-dihydro-4H-1,4- CH₂ benzothiazin-4-yl)methyl]phenyl 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H- CH₂ 1,4-benzothiazin-4-yl)methyl]phenyl 7-103 4-(2-trifluoromethylphenyl) anilino C(═O) 7-104 4-(2-trifluoromethylphenoxy) anilino C(═O) 7-105 4-(3-methyl-2-pyridinyl)anilino C(═O) 7-106 4-phenylanilino C(═O) 7-107 4-phenoxyanilino C(═O) 7-108 4-benzyloxyanilino C(═O) 7-109 4-(2-methoxyphenyl)anilino C(═O) 7-10 4-(2-methylphenyl)anilino C(═O) 7-111 4-(2-methoxyphenoxy)anilino C(═O) 7-112 4-(2-methylphenoxy)anilin C(═O) 7-113 4-(3-methylphenyl)anilino C(═O) 7-114 4-(4-quinolinyl)anilino C(═O) 7-115 4-(3,5-dimethylphenyl)anilino C(═O) 7-116 5-[2-(2-methylphenyl)]pyridinylanilino C(═O) 7-117 5-[2-(2-methoxyphenyl)]pyridyl amino C(═O) 7-118 4-(2-methyl-4-quinolinylmethoxy)anilino C(═O) 7-119 4-(2-methyl-4-quinolinylmethyl)anilino C(═O) 7-120 4-(4-pyridinyl)anilino C(═O) 7-121 4-(2-butynyloxy)anilino C(═O) 7-122 4-(2-methylphenoxy)anilino C(═O) 7-123 4-(2-methyl-1-oxo-4-quinolinylmethoxy)anilino C(═O) 7-125 4-(2-methyl-1-oxo-4-quinolinylmethyl)anilino C(═O) 7-126 4-[(2-methyl-3-pyridinyl)methoxy]anilino C(═O) 7-127 4-2,5-dimethylbenzyl)oxy]anilino C(═O) 7-128 4-{[(2-methyl-4-quinolinyl)methyl]amino} C(═O) anilino 7-129 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)anilino C(═O) 7-130 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 7-131 4-[3-(3-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 7-132 4-[3-(2-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 7-133 4-[3-(4-quinolinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 7-134 4-[3-(2,6-Dimethyl-4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 7-135 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 7-136 4-[3-(4-pyridinyl)-4,5-dihydro-5- C(═O) isoxazolyl]anilino 7-137 4-[5-(2-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]anilino 7-138 4-[5-(4-pyridinyl)-4,5-dihydro-3- C(═O) isoxazolyl]anilino 7-139 1-[(2-methyl-4-quinolinyl)methyl]-1H-indolyl C(═O) amino 7-140 6-[(2-methyl-4-quinolinyl)methyl]-1- C(═O) naphthylamino 7-141 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- C(═O) tetrahydro-1-isoquinolylamino 7-142 1-[(2-methyl-4-quinolinyl)methyl]-1H- C(═O) benzimidazole-5-amino 7-143 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- C(═0 amino 7-144 {4-[(2-methyl-4- C(═O) quinolinyl)methoxy]phenyl}benzyl 7-145 {4-[(2-methyl-4- C(═O) quinolinyl)methyl]phenyl}benzyl 7-146 4-[(1H-benzimidazol-1-yl)methyl]anilino C(═O) 7-147 4-[2-methyl-1H-benzimidazol-1- C(═O) yl)methyl]anilino 7-148 4-[(2-isopropyl-1H-benzimidazol-1- C(═O) yl)methyl]anilino 7-149 4-(1H-indol-3-ylmethyl)anilino C(═O) 7-150 4-[(5-phenyl-1H-imidazol-1-yl)methyl]anilino C(═O) 7-151 4-[(1,1-dioxido-2,3-dihydro-4H-1,4- C(═O) benzothiazin-4-yl)methyl]anilino 7-152 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H- C(═O) 1,4-benzothiazin-4-yl)methyl]anilino 7-153 4-(2-trifluoromethylphenyl) anilino CH₂ 7-154 4-(2-trifluoromethylphenoxy) anilino CH₂ 7-155 4-(3-methyl-2-pyridinyl)anilino CH₂ 7-156 4-phenylanilino CH₂ 7-157 4-phenoxyanilino CH₂ 7-158 4-benzyloxyanilino CH₂ 7-159 4-(2-methoxyphenyl)anilino CH₂ 7-160 4-(2-methylphenyl)anilino CH₂ 7-161 4-(2-methoxyphenoxy)anilino CH₂ 7-162 4-(2-methylphenoxy)anilino CH₂ 7-163 4-(3-methylphenyl)anilino CH₂ 7-164 4-(4-quinolinyl)anilino CH₂ 7-165 4-(3,5-dimethylphenyl)anilino CH₂ 7-166 5-[2-(2-methylphenyl)] pyridinylanilino CH₂ 7-167 5-[2-(2-methoxyphenyl)] pyridyl amino CH₂ 7-168 4-(2-methyl-4-quinolinylmethoxy)anilino CH₂ 7-169 4-(2-methyl-4-quinolinylmethyl)anilino CH₂ 7-170 4-(4-pyridinyl)anilino CH₂ 7-171 4-(2-butynyloxy)anilino CH₂ 7-172 4-(2-methylphenoxy)anilino CH₂ 7-173 4-(2-methyl-1-oxo-4-quinolinylmethoxy)anilino CH₂ 7-174 4-(2-methyl-1-oxo-4-quinolinylmethyl)anilino CH₂ 7-175 4-[(2-methyl-3-pyridinyl)methoxy]anilino CH₂ 7-176 4-[(2,5-dimethylbenzyl)oxy]anilino CH₂ 7-177 4-{[(2-methyl-4-quinolinyl)methyl]amino} CH₂ anilino 7-178 4-(3-phenyl-4,5-dihydro-5-isoxazolyl)anilino CH₂ 7-179 4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 7-180 }-4-[3-(3-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 7-181 4-[3-(2-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 7-182 4-[3-(4-quinolinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 7-183 4-[3-(2,6-Dimethyl-4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 7-184 3-methoxy-4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 7-185 4-[3-(4-pyridinyl)-4,5-dihydro-5- CH₂ isoxazolyl]anilino 7-186 4-[5-(2-pyridinyl)-4,5-dihydro-3- CH₂ isoxazolyl]anilino 7-187 4-[5-(4-pyridinyl)-4,5-dihydro-3- CH₂ isoxazolyl]anilino 7-188 1-[(2-methyl-4-quinolinyl)methyl]-1H-indolyl CH₂ amino 7-189 6-[(2-methyl-4-quinolinyl)methyl]-1- CH₂ naphthylamino 7-190 6-[(2-methyl-4-quinolinyl)methyl]-1,2,3,4- CH₂ tetrahydro-1-isoquinolylamino 7-191 1-[(2-methyl-4-quinolinyl)methyl]-1H- CH₂ benzimidazole-5-amino 7-192 1-[(2-methyl-4-quinolinyl)methyl]-1H-indole-4- CH₂ amino 7-193 {4-[(2-methyl-4- CH₂ quinolinyl)methoxy]phenyl}benzyl 7-194 {4-[(2-methyl-4- CH₂ quinolinyl)methyl]phenyl}benzyl 7-195 4-[(1H-benzimidazol-1-yl)methyl]anilino CH₂ 7-196 4-[(2-methyl-1H-benzimidazol-1- CH₂ yl)methyl]anilino 7-197 4-[(2-isopropyl-1H-benzimidazol-1- CH₂ yl)methyl]anilino 7-198 4-(1H-indol-3-ylmethyl)anilino CH₂ 7-199 4-[(5-phenyl-1H-imidazol-1-yl)methyl]anilino CH₂ 7-200 4-[(1,1-dioxido-2,3-dihydro-4H-1,4- CH₂ benzothiazin-4-yl)methyl]anilino 7-201 4-[2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H- CH₂ 1,4-benzothiazin-4-yl)methyl]anilino

[0753] TABLE 8

CS

CT

CU

CV Ex R^(D) 8-1 (4-quinolinyl)methoxy 8-2 (4-quinolinyl)methyl 8-3 (4-quinolinyloxy)methyl 8-4 (2-methyl-4-quinolinyloxy)methyl 8-5 (2-chloro-4-quinolinyl)methoxy 8-6 (2-chloro-4-quinolinyl)methyl 8-7 (2-chloro-4-quinolinyloxy)methyl 8-8 (2-isopropyl-4-quinolinyl)methoxy 8-9 (2-isopropyl-4-quinolinyl)methyl 8-10 (2-isopropyl-4-quinolinyloxy)methyl 8-11 (2-ethyl-4-quinolinyl)methoxy 8-12 (2-ethyl-4-quinolinyl)methyl 8-13 (2-ethyl-4-quinolinyloxy)methyl 8-14 (2-methoxy-4-quinolinyl)methoxy 8-15 (2-methoxy-4-quinolinyl)methyl 8-16 (2-methoxy-4-quinolinyloxy)methyl 8-17 (2-hydroxy-4-quinolinyl)methoxy 8-18 (2-hydroxy-4-quinolinyl)methyl 8-19 (2-hydroxy-4-quinolinyloxy)methyl 8-20 (2-trifluoromethyl-4-quinolinyl)methoxy 8-21 (2-tritluoromethyl-4-quinolinyloxy)methyl 8-22 (2-trifluoromethyl-4-quinolinyl)methyl 8-23 (2-phenyl-4-quinolinyl)methoxy 8-24 (2-phenyl-4-quinolinyl)methyl 8-25 (2-phenyl-4-quinolinyloxy)methyl 8-26 (2,3-dimethyl-4-quinolinyl)methoxy 8-27 (2,3-dimethyl-4-quinolinyl)methyl 8-28 (2,3-dimethyl-4-quinolinyloxy)methyl 8-29 (2,6-dimethyl-4-quinolinyl)methoxy 8-30 (2,6-dimethyl-4-quinolinyl)methyl 8-31 (2,6-dimethyl-4-quinolinyloxy)methyl 8-32 (2,7-dimethyl-4-quinolinyl)methoxy 8-33 (2,7-dimethyl-4-quinolinyl)methyl 8-34 (2,7-dimethyl-4-quinolinyloxy)methyl 8-35 (5-quinolinyl)methoxy 8-36 (5-quinolinyl)methyl 8-37 (5-quinolinyloxy)methyl 8-38 (7-methyl-5-quinolinyl)methoxy 8-39 (7-methyl-5-quinolinyl)methyl 8-40 (7-methyl-5-quinolinyloxy)methyl 8-41 (7-methoxy-5-quinolinyl)methoxy 8-42 (7-methoxy-5-quinolinyl)methyl 8-43 (7-methoxy-5-quinolinyloxy)methyl 8-44 (8-quinolinyl)methoxy 8-45 (8-quinolinyl)methyl 8-46 (8-quinolinyloxy)methyl 8-47 (1-benzimidazolyl)methoxy 8-48 (1-benzimidazolyloxy)methyl 8-49 (1-benzimidazolyl)methyl 8-50 1-(2-chloro-1-benzimidazolyl)methoxy 8-51 [1-(2-chloro-benzimidazolyl)oxy]methyl 8-52 1-(2-chloro-benzimidazolyl)methyl 8-53 1-(2-methylthio-benzimidazolyl)methoxy 8-54 [1-(2-methylthio-benzimidazolyl)oxy]methyl 8-55 1-(2-methylthio-benzimidazolyl)methyl 8-56 1-(2-methyl-benzimidazolyl)methoxy 8-57 [1-(2-methyl-benzimidazolyl)oxy]methyl 8-58 1-(2-methyl-benzimidazolyl)methyl 8-59 1-(2-isopropyl-benzimidazolyl)methoxy 8-60 [1-(2-isopropyl-benzimidazolyl)oxy]methyl 8-61 1-[2-(1,1-dimethylethyl)-benzimidazolyl]methoxy 8-62 {1-[2-(1,1-dimethylethyl)-benzimidazolyl]oxy}methyl 8-63 1-[2-(1,1-dimethylethyl)-benzimidazolyl]methyl 8-64 1-(2-ethyl-benzimidazolyl)methoxy 8-65 [1-(2-ethyl-benzimidazolyl)oxy]methyl 8-66 1-(2-ethyl-benzimidazolyl)methyl 8-67 1-(2-cyclopropyl-benzimidazolyl)methoxy 8-68 [1-(2-cyclopropyl-benzimidazolyl)oxy]methyl 8-69 1-(2-cyclopropyl-benzimidazolyl)methyl 8-70 1-[2-(trifluoromethyl)-benzimidazolyl]methoxy 8-71 {1-[2-(trifluoromethyl)-benzimidazolyl]oxy}methyl 8-72 1-[2-(trifluoromethyl)-benzimidazolyl]methyl 8-73 1-(2-phenyl-benzimidazolyl)methoxy 8-74 [1-(2-phenyl-benzimidazolyl)oxy]methyl 8-75 1-(2-phenyl-benzimidazolyl)methyl 8-76 1-[2-(tert-butyl)-benzimidazolyl]methoxy 8-77 {1-[2-(tert-butyl)-benzimidazolyl]oxy}methyl 8-78 1-[2-(tert-butyl)-benzimidazolyl]methyl 8-79 1-[2-(difluoromethyl)-benzimidazolyl]methoxy 8-80 {1-[2-(difluoromethyl)-benzimidazolyl]oxy}methyl 8-81 1-[2-(difluoromethyl)-benzimidazolyl]methyl 8-82 1-[2-(fluoromethyl)-benzimidazolyl]methoxy 8-83 {1-[2-(fluoromethyl)-benzimidazolyl}oxy}methyl 8-84 1-[2-(fluoromethyl)-benzimidazolyl]methyl 8-85 1-(2-cyclobutyl-benzimidazolyl)methoxy 8-86 [1-(2-cyclobutyl-benzimidazolyl)oxy]methyl 8-87 1-(2-cyclobutyl-benzimidazolyl)methyl 8-88 1-[2-(1-methylcyclopropyl)-benzimidazolyl]methoxy 8-89 {1-[2-(1-methylcyclopropyl)-benzimidazolyl]oxy]methyl 8-90 1-[2-(1-methylcyclopropyl)-benzimidazolyl]methyl 8-91 1-[2-(1-fluoro-1-methylethyl)-benzimidazolyl]methoxy 8-92 {1-[2-(1-fluoro-1-methylethyl)- benzimidazolyl]oxy}methyl 8-93 1-[2-(1-fluoro-1-methylethyl)-benzimidazolyl]methyl 8-94 1-(2-methoxy-benzimidazolyl)methoxy 8-95 [1-(2-methoxy-benzimidazolyl)oxy]methyl 8-96 1-(2-methoxy-benzimidazolyl)methyl 8-97 1-(1H-imidazo[4,5-b]pyridinyl)methoxy 8-98 [1-(1H-imidazo[4,5-b]pyridinyl)oxy]methyl 8-99 1-(1H-imidazo [4,5-b]pyridinyl)methyl 8-100 1-[2-methyl-(1H-imidazo[4,5-b]pyridinyl)]methoxy 8-101 {1-[2-methyl-(1H-imidazo[4,5-b]pyridinyl)]oxy}methyl 8-102 1-[2-methyl-(1H-imidazo[4,5-b]pyridinyl)]methyl 8-103 1-(2-methyl-6-nitro-benzimidazolyl)methoxy 8-104 [1-(2-methyl-6-nitro-benzimidazolyl)oxy]methyl 8-105 1-(2-methyl-6-nitro-benzimidazolyl)methyl 8-106 1-(2-methyl-5-chloro-benzimidazolyl)methoxy 8-107 [1-(2-methyl-5-chloro-benzimidazolyl)oxy]methyl 8-108 1-(2-methyl-5-chloro-benzimidazolyl)methyl 8-109 1-(2-methyl-6-chloro-benzimidazolyl)methoxy 8-110 [1-(2-methyl-6-chloro-benzimidazolyl)oxy]methyl 8-111 1-(2-methyl-6-chloro-benzimidazolyl)methyl 8-112 3-(2-methyl-1H-indolyl)methoxy 8-113 [3-(2-methyl-1H-indolyl)oxy]methyl 8-114 3-(2-methyl-1H-indolyl)methyl 8-115 1-(2-methyl-1H-indolyl)methoxy 8-116 [1-(2-methyl-1H-indolyl)oxy]methyl 8-117 1-(2-methyl-1H-indolyl)methyl 8-118 3-(1,2-dimethyl-1H-indolyl)methoxy 8-119 [3-(1,2-dimethyl-1H-indolyl)oxy]methyl 8-120 3-(1,2-dimethyl-1H-indolyl)methyl 8-121 1-(2,3-dimethyl-1H-indolyl)methoxy 8-122 [1-(2,3-dimethyl-1H-indolyl)oxy]methyl 8-123 1-(2,3-dimethyl-1H-indolyl)methyl 8-124 1-(2-isopropyl-1H-indolyl)methoxy 8-125 [1-(2-isopropyl-1H-indolyl)oxy]methyl 8-126 1-(2-isopropyl-1H-indolyl)methyl 8-127 1-(2-isopropyl-1H-indolyl)methoxy 8-128 [1-(2-isopropyl-1H-indolyl)oxy]methyl 8-129 1-(2-isopropyl-1H-indolyl)methyl 8-130 (2,3-dihydro-4H-1,4-benzothiazin-4-yl)methoxy 8-131 [(2,3-dihydro-4H-1,4-benzothiazin-4-yl)oxy]methyl 8-132 (2,3-dihydro-4H-1,4-benzothiazin-4-yl)methyl 8-133 (1-oxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl)methoxy 8-134 [(1-oxido-2,3-dihydro-4H-1,4-benzothiazin-4- yl)oxy]methyl 8-135 (1-oxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl)methyl 8-136 (1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4- yl)methoxy 8-137 (1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4- yl)methyl 8-138 (2,2-dimethyl-2,3-dihydro-4H-1,4-benzothiazin-4- yl)methoxy 8-139 [(2,2-dimethyl-2,3-dihydro-4H-1,4-benzothiazin-4- yl)oxy]methyl 8-140 (2,2-dimethyl-2,3-dihydro-4H-1,4-benzothiazin-4- yl)methyl 8-141 (2,2-dimethyl-1-oxido-2,3-dihydro-4H-1,4-benzothiazin- 4-yl)methoxy 8-142 [(2,2-dimethyl-1-oxido-2,3-dihydro-4H-1,4-benzothiazin- 4-yl)oxy]methyl 8-143 (2,2-dimethyl-1-oxido-2,3-dihydro-4H-1,4-benzothiazin- 4-yl)methyl 8-144 (2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H-1,4- benzothiazin-4-yl)methoxy 8-145 [(2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H-1,4- benzothiazin-4-yl)oxy]methyl 8-146 (2,2-dimethyl-1,1-dioxido-2,3-dihydro-4H-1,4- benzothiazin-4-yl)methyl 8-147 (2,3-dihydro-4H-1,4-benzoxazin-yl)methoxy 8-148 [(2,3-dihydro-4H-1,4-benzoxazin-yl)oxy]methyl 8-149 (2,3-dihydro-4H-1,4-benzoxazin-yl)methyl 8-150 (10H-phenoxazin-10-yl)methoxy 8-151 [(10H-phenoxazin-10-yl)oxy]methyl 8-152 (10H-phenoxazin-10-yl)methyl

Utility

[0754] The compounds of formula I are expected to possess matrix metalloprotease and/or aggrecanase and/or TNF-α inhibitory activity. The MMP inhibitory activity of the compounds of the present invention is demonstrated using assays of MMP activity, for example, using the assay described below for assaying inhibitors of MMP activity. The compounds of the present invention are expected to be bioavailable in vivo as demonstrated, for example, using the ex vivo assay described below. The compounds of formula I are expected to have the ability to suppress/inhibit cartilage degradation in vivo, for example, as demonstrated using the animal model of acute cartilage degradation described below.

[0755] The compounds provided by this invention should also be useful as standards and reagents in determining the ability of a potential pharmaceutical to inhibit MPs. These would be provided in commercial kits comprising a compound of this invention.

[0756] Metalloproteinases have also been implicated in the degradation of basement membranes to allow infiltration of cancer cells into the circulation and subsequent penetration into other tissues leading to tumor metastasis (Stetler-Stevenson, Cancer and Metastasis Reviews, 9, 289-303, 1990). The compounds of the present invention should be useful for the prevention and treatment of invasive tumors by inhibition of this aspect of metastasis.

[0757] The compounds of the present invention should also have utility for the prevention and treatment of osteopenia associated with matrix metalloprotease-mediated breakdown of cartilage and bone that occurs in osteoporosis patients.

[0758] Compounds that inhibit the production or action of TACE and/or Aggrecanase and/or MMP's are potentially useful for the treatment or prophylaxis of various inflammatory, infectious, immunological or malignant diseases or conditions. Thus, the present invention relates to a method of treating various inflammatory, infectious, immunological or malignant diseases. These include acute infection, acute phase response, age related macular degeneration, alcoholic liver disease, allergy, allergic asthma, anorexia, aneurism, aortic aneurism, asthma, atherosclerosis, atopic dermatitis, autoimmune disease, autoimmune hepatitis, Bechet's disease, cachexia (including cachexia resulting from cancer or HIV), calcium pyrophosphate dihydrate deposition disease, cardiovascular effects, chronic fatigue syndrome, chronic obstruction pulmonary disease, coagulation, congestive heart failure, corneal ulceration, Crohn's disease, enteropathic arthropathy (including inflammatory bowl disease), Felty's syndrome, fever, fibromyalgia syndrome, fibrotic disease, gingivitis, glucocorticoid withdrawal syndrome, gout, graft versus host disease, hemorrhage, HIV infection, hyperoxic alveolar injury, infectious arthritis, inflammation, intermittent hydrarthrosis, Lyme disease, meningitis, multiple sclerosis, myasthenia gravis, mycobacterial infection, neovascular glaucoma, osteoarthritis, pelvic inflammatory disease, periodontitis, polymyositis/dermatomyositis, post-ischaemic reperfusion injury, post-radiation asthenia, psoriasis, psoriatic arthritis, pulmonary emphysema, pydoderma gangrenosum, relapsing polychondritis, Reiter's syndrome, rheumatic fever, rheumatoid arthritis (including juvenile rheumatoid arthritis and adult rheumatoid arthritis), sarcoidosis, scleroderma, sepsis syndrome, Still's disease, shock, Sjogren's syndrome, skin inflammatory diseases, solid tumor growth and tumor invasion by secondary metastases, spondylitis, stroke, systemic lupus erythematosus, ulcerative colitis, uveitis, vasculitis, and Wegener's granulomatosis.

[0759] Some compounds of the present invention have been shown to inhibit TNF production in lipopolysacharride stimulated mice, for example, using the assay for TNF induction in mice and in human whole blood as described below.

[0760] Some compounds of the present invention have been shown to inhibit aggrecanase, a key enzyme in cartilage breakdown, as determined by the aggrecanase assay described below.

[0761] The compounds of the present invention can be administered alone or in combination with one or more additional anti-inflammatory agents. These agents include, but are not limited to, selective COX-2 inhibitors, interleukin-1 antagonists, dihydroorotate synthase inhibitors, p38 MAP kinase inhibitors, TNF-α inhibitors, and TNF-α sequestration agents.

[0762] By “administered in combination” or “combination therapy” it is meant that a compound of the present invention and one or more additional therapeutic agents are administered concurrently to the mammal being treated. When administered in combination each component may be administered at the same time or sequentially in any order at different points in time. Thus, each component may be administered separately but sufficiently closely in time so as to provide the desired therapeutic effect.

[0763] The term selective COX-2 inhibitors, as used herein, denotes agents that selectively inhibit COX-2 function. Such agents include, but are not limited to, celecoxib (Celebrex), rofecoxib (Vioxx), meloxicam (Movicox), etoricoxib, and valdecoxib.

[0764] TNF-α sequestration agents that may be used in combination with the compounds of this invention, are TNF-α binding proteins or anti-TNF-α antibodies. These agents include, but are not limited to, etanercept (Enbrel) infliximab (Remicade), adalimumab (D2E7), CDP-571 (Humicade), and CDP-870.

[0765] Other anti-inflammatory agents that may be used in combination with the compounds of this invention, include, but are not limited to, methotrexate, interleukin-1 antagonists (e.g., anakinra (Kineret)), dihydroorotate synthase inhibitors (e.g., leflunomide (Arava)), and p38 MAP kinase inhibitors.

[0766] Administration of the compounds of the present invention in combination with such additional therapeutic agent, may afford an efficacy advantage over the compounds and-agents alone, and may do so while permitting the use of lower doses of each. A lower dosage minimizes the potential of side effects, thereby providing an increased margin of safety.

[0767] As used herein “μg” denotes microgram, “mg” denotes milligram, “g” denotes gram, “μL” denotes microliter, “mL” denotes milliliter, “L” denotes liter, “nM” denotes nanomolar, “μM” denotes micromolar, “mM” denotes millimolar, “” denotes molar and “nm” denotes nanometer. “Sigma stands for the Sigma-Aldrich Corp. of St. Louis, Mo.

[0768] A compound is considered to be active if it has an IC₅₀ or K_(i) value of less than about 10 μM for the inhibition of a desired MP. Preferred compounds of the present invention have K_(i)'s or IC₅₀'s of ≦1 μM. More preferred compounds of the present invention have K_(i)'s or IC₅₀'s of ≦0.1 μM. Even more preferred compounds of the present invention have K_(i)'s or IC₅₀'s of ≦0.01 μM. Still more preferred compounds of the present invention have K_(i)'s or IC₅₀'s of ≦0.001 μM.

[0769] Aggrecanase Enzymatic Assay

[0770] A novel enzymatic assay was developed to detect potential inhibitors of aggrecanase. The assay uses active aggrecanase accumulated in media from stimulated bovine nasal cartilage (BNC) or related cartilage sources and purified cartilage aggrecan monomer or a fragment thereof as a substrate.

[0771] The substrate concentration, amount of aggrecanases time of incubation and amount of product loaded for Western analysis were optimized for use of this assay in screening putative aggrecanase inhibitors. Aggrecanase is generated by stimulation of cartilage slices with interleukin-1 (IL-1), tumor necrosis factor alpha (TNF-α) or other stimuli. Matrix metalloproteinases (MMPs) are secreted from cartilage in an inactive, zymogen form following stimulation, although active enzymes are present within the matrix. We have shown that following depletion of the extracellular aggrecan matrix, active MMPs are released into the culture media (Tortorella, M. D. et al. Trans. Ortho. Res. Soc. 1995, 20, 341). Therefore, in order to accumulate BNC aggrecanase in culture media, cartilage is first depleted of endogenous aggrecan by stimulation with 500 ng/ml human recombinant IL-β for 6 days with media changes every 2 days. Cartilage is then stimulated for an additional 8 days without media change to allow accumulation of soluble, active aggrecanase in the culture media. In order to decrease the amount of other matrix metalloproteinases released into the media during aggrecanase accumulation, agents which inhibit MMP-1, -2, -3, and -9 biosynthesis are included during stimulation. This BNC conditioned media, containing aggrecanase activity is then used as the source of aggrecanase for the assay. Aggrecanase enzymatic activity is detected by monitoring production of aggrecan fragments produced exclusively by cleavage at the Glu373-Ala374 bond within the aggrecan core protein by Western analysis using the monoclonal antibody, BC-3 (Hughes, C E, et al., Biochem J 306:799-804, 1995). This antibody recognizes aggrecan fragments with the N-terminus, 374ARGSVIL, generated upon cleavage by aggrecanase. The BC-3 antibody recognizes this neoepitope only when it is at the N-terminus and not when it is present internally within aggrecan fragments or within the aggrecan protein core. Other proteases produced by cartilage in response to IL-1 do not cleave aggrecan at the Glu373-Ala374 aggrecanase site; therefore, only products produced upon cleavage by aggrecanase are detected. Kinetic studies using this assay yield a Km of 1.5+/−0.35 uM for aggrecanase.

[0772] To evaluate inhibition of aggrecanase, compounds are prepared as 10 mM stocks in DMSO, water or other solvents and diluted to appropriate concentrations in water. Drug (50 ul) is added to 50 ul of aggrecanase-containing media and 50 ul of 2 mg/ml aggrecan substrate and brought to a final volume of 200 ul in 0.2 M Tris, pH 7.6, containing 0.4 M NaCl and 40 mM CaCl₂. The assay is run for 4 hr at 37° C., quenched with 20 mM EDTA and analyzed for aggrecanase-generated products. A sample containing enzyme and substrate without drug is included as a positive control and enzyme incubated in the absence of substrate serves as a measure of background.

[0773] Removal of the glycosaminoglycan side chains from aggrecan is necessary for the BC-3 antibody to recognize the ARGSVIL epitope on the core protein. Therefore, for analysis of aggrecan fragments generated by cleavage at the Glu373-Ala374 site, proteoglycans and proteoglycan fragments are enzymatically deglycosylated with chondroitinase ABC(0.1 units/10 ug GAG) for 2 hr at 37° C. and then with keratanase (0.1 units/10 ug GAG) and keratanase II (0.002 units/10 ug GAG) for 2 hr at 37° C. in buffer containing 50 mM sodium acetate, 0.1 M Tris/HCl, pH 6.5. After digestion, aggrecan in the samples is precipitated with 5 volumes of acetone and resuspended in 30 ul of Tris glycine SDS sample buffer (Novex) containing 2.5% beta mercaptoethanol. Samples are loaded and then separated by SDS-PAGE under reducing conditions with 4-12% gradient gels, transferred to nitrocellulose and immunolocated with 1:500 dilution of antibody BC3. Subsequently, membranes are incubated with a 1:5000 dilution of goat anti-mouse IgG alkaline phosphatase second antibody and aggrecan catabolites visualized by incubation with appropriate substrate for 10-30 minutes to achieve optimal color development. Blots are quantitated by scanning densitometry and inhibition of aggrecanase determined by comparing the amount of product produced in the presence versus absence of compound.

[0774] TNF PBMC Assay

[0775] Human peripheral blood mononuclear cells (PBMC) were obtained from normal donor blood by leukophoresis and isolated by Ficoll-Paque density separation. PBMCs were suspended in 0.05 ml RPMI 1640 with no serum at 2×10⁶ cells/ml in 96 well polystyrene plates. Cells were preincubated 10 minutes with compound, then stimulated with 1 μg/ml LPS (Lipopolysaccharide, Salmonella typhimurium) to induce TNF production. After an incubation of 5 hours at 37° C. in 95% air, 5% CO₂ environment, culture supernatants were removed and tested by standard sandwich ELISA for TNF production.

[0776] TNF Human Whole Blood Assay

[0777] Blood is drawn from normal donors into tubes containing 143 USP units of heparin/10 ml. 225 ul of blood is plated directly into sterile polypropylene tubes. Compounds are diluted in DMSO/serum free media and added to the blood samples so the final concentration of compounds are 50, 10, 5, 1, 0.5, 0.1, and 0.01 μM. The final concentration of DMSO does not exceed 0.5%. Compounds are preincubated for 15 minutes before the addition of 100 ng/ml LPS. Plates are incubated for 5 hours in an atmosphere of 5% CO₂ in air. At the end of 5 hours, 750 ul of serum free media is added to each tube and the samples are spun at 1200 RPM for 10 minutes. The supernatant is collected off the top and assayed for TNF-alpha production by a standard sandwich ELISA. The ability of compounds to inhibit TNF-alpha production by 50% compared to DMSO treated cultures is given by the IC₅₀ value.

[0778] TNF Induction In Mice

[0779] Test compounds are administered to mice either I.P. or P.O. at time zero. Immediately following compound administration, mice receive an I.P. injection of 20 mg of D-galactosamine plus 10 μg of lipopolysaccharide. One hour later, animals are anesthetized and bled by cardiac puncture. Blood plasma is evaluated for TNF levels by an ELISA specific for mouse TNF. Administration of representative compounds of the present invention to mice results in a dose-dependent suppression of plasma TNF levels at one hour in the above assay.

[0780] MMP Assays

[0781] The enzymatic activities of recombinant MMP-1, 2, 3, 7, 8, 9, 10, 12, 13, 14, 15, and 16 were measured at 25° C. with a fluorometric assay (Copeland, R. A. et al. Bioorganic Med. Chem. Lett. 1995, 5, 1947-1952). Final enzyme concentrations in the assay were between 0.05 and 10 nM depending on the enzyme and the potency of the inhibitor tested. The permisive peptide substrate, MCA-Pro-Leu-Gly-Leu-DPA-Ala-Arg-NH₂, was present at a final concentration of 10 uM in all assays. Initial velocities, in the presence or absence of inhibitor, were measured as slopes of the linear portion of the product progress curves. IC50 values were determined by plotting the inhibitor concentration dependence of the fractional velocity for each enzyme, and fitting the data by non-linear least squares methods to the standard isotherm equation (Copeland, R. A. Enzymes: A practical Introduction to Structure, Mechanism and Data Analysis, Wiley-VHC, New York, 1996, pp 187-223). All of the compounds studied here were assumed to act as competitive inhibitors of the enzyme, binding to the active site Zn atom as previously demonstrated by crystallographic studies of MMP-3 complexed with related hydroxamic acids (Rockwell, A. et al. J. Am. Chem. Soc. 1996, 118, 10337-10338). Based on the assumption of competitive inhibiton, the IC50 values were converted to Ki values as previously described.

[0782] Compounds tested in the above assay are considered to be active if they exhibit a K_(i) of ≦10 μM. Preferred compounds of the present invention have K_(i)'s of ≦1 μM. More preferred compounds of the present invention have K_(i)'s of ≦0.1 μM. Even more preferred compounds of the present invention have K_(i)'s of ≦0.01 μM. Still more preferred compounds of the present invention have K_(i)'s of ≦0.001 μM.

[0783] Using the methodology described above, a number of compounds of the present invention were found to exhibit K_(i)'s of ≦10 μM, thereby confirming the utility of the compounds of the present invention.

Dosage and Formulation

[0784] The compounds of the present invention can be administered orally using any pharmaceutically acceptable dosage form known in the art for such administration. The active ingredient can be supplied in solid dosage forms such as dry powders, granules, tablets or capsules, or in liquid dosage forms, such as syrups or aqueous suspensions. The active ingredient can be administered alone, but is generally administered with a pharmaceutical carrier. A valuable treatise with respect to pharmaceutical dosage forms is Remington's Pharmaceutical Sciences, Mack Publishing.

[0785] The compounds of the present invention can be administered in such oral dosage forms as tablets, capsules (each of which includes sustained release or timed release formulations), pills, powders, granules, elixirs, tinctures, suspensions, syrups, and emulsions. Likewise, they may also be administered in intravenous (bolus or infusion), intraperitoneal, subcutaneous, or intramuscular form, all using dosage forms well known to those of ordinary skill in the pharmaceutical arts. An effective but non-toxic amount of the compound desired can be employed as an antiinflammatory and antiarthritic agent.

[0786] The compounds of this invention can be administered by any means that produces contact of the active agent with the agent's site of action in the body of a mammal. They can be administered by any conventional means available for use in conjunction with pharmaceuticals, either as individual therapeutic agents or in a combination of therapeutic agents. They can be administered alone, but generally administered with a pharmaceutical carrier selected on the basis of the chosen route of administration and standard pharmaceutical practice.

[0787] The dosage regimen for the compounds of the present invention will, of course, vary depending upon known factors, such as the pharmacodynamic characteristics of the particular agent and its mode and route of administration; the species, age, sex, health, medical condition, and weight of the recipient; the nature and extent of the symptoms; the kind of concurrent treatment; the frequency of treatment; the route of administration, the renal and hepatic function of the patient,and the effect desired. An ordinarily skilled physician or veterinarian can readily determine and prescribe the effective amount of the drug required to prevent, counter, or arrest the progress of the condition.

[0788] By way of general guidance, the daily oral dosage of each active ingredient, when used for the indicated effects, will range between about 0.001 to 1000 mg/kg of body weight, preferably between about 0.01 to 100 mg/kg of body weight per day, and most preferably between about 1.0 to 20 mg/kg/day. For a normal male adult human of approximately 70 kg of body weight, this translates into a dosage of 70 to 1400 mg/day. Intravenously, the most preferred doses will range from about 1 to about 10 mg/kg/minute during a constant rate infusion. Advantageously, compounds of the present invention may be administered in a single daily dose, or the total daily dosage may be administered in divided doses of two, three, or four times daily.

[0789] The compounds for the present invention can be administered in intranasal form via topical use of suitable intranasal vehicles, or via transdermal routes, using those forms of transdermal skin patches wall known to those of ordinary skill in that art. To be administered in the form of a transdermal delivery system, the dosage administration will, of course, be continuous rather than intermittant throughout the dosage regimen.

[0790] In the methods of the present invention, the compounds herein described in detail can form the active ingredient, and are typically administered in admixture with suitable pharmaceutical diluents, excipients, or carriers (collectively referred to herein as carrier materials) suitably selected with respect to the intended form of administration, that is, oral tablets, capsules, elixirs, syrups and the like, and consistent with conventional pharmaceutical practices.

[0791] For instance, for oral administration in the form of a tablet or capsule, the active drug component can be combined with an oral, non-toxic, pharmaceutically acceptable, inert carrier such as lactose, starch, sucrose, glucose, methyl callulose, magnesium stearate, dicalcium phosphate, calcium sulfate, mannitol, sorbitol and the like; for oral administration in liquid form, the oral drug components can be combined with any oral, non-toxic, pharmaceutically acceptable inert carrier such as ethanol, glycerol, water, and the like. Moreover, when desired or necessary, suitable binders, lubricants, disintegrating agents, and coloring agents can also be incorporated into the mixture. Suitable binders include starch, gelatin, natural sugars such as glucose or beta-lactose, corn sweeteners, natural and synthetic gums such as acacia, tragacanth, or sodium alginate, carboxymethylcellulose, polyethylene glycol, waxes, and the like. Lubricants used in these dosage forms include sodium oleate, sodium stearate, magnesium stearate, sodium benzoate, sodium acetate, sodium chloride, and the like. Disintegrators include, without limitation, starch, methyl cellulose, agar, bentonite, xanthan gum, and the like.

[0792] The compounds of the present invention can also be administered in the form of liposome delivery systems, such as small unilamellar vesicles, large unilamallar vesicles, and multilamellar vesicles. Liposomes can be formed from a variety of phospholipids, such as cholesterol, stearylamine, or phosphatidylcholines.

[0793] Compounds of the present invention may also be coupled with soluble polymers as targetable drug carriers. Such polymers can include polyvinylpyrrolidone, pyran copolymer, polyhydroxypropylmethacrylamide-phenol, polyhydroxyethylaspartamidephenol, or polyethyleneoxidepolylysine substituted with palmitoyl residues. Furthermore, the compounds of the present invention may be coupled to a class of biodegradable polymers useful in achieving controlled release of a drug, for example, polylactic acid, polyglycolic acid, copolymers of polylactic and polyglycolic acid, polyepsilon caprolactone, polyhydroxy butyric acid, polyorthoesters, polyacetals, polydihydropyrans, polycyanoacylates, and crosslinked or amphipathic block copolymers of hydrogels.

[0794] Dosage forms (pharmaceutical compositions) suitable for administration may contain from about 1 milligram to about 100 milligrams of active ingredient per dosage unit. In these pharmaceutical compositions the active ingredient will ordinarily be present in an amount of about 0.5-95% by weight based on the total weight of the composition.

[0795] The active ingredient can be administered orally in solid dosage forms, such as capsules, tablets, and powders, or in liquid dosage forms, such as elixirs, syrups, and suspensions. It can also be administered parenterally, in sterile liquid dosage forms.

[0796] Gelatin capsules may contain the active ingredient and powdered carriers, such as lactose, starch, cellulose derivatives, magnesium stearate, stearic acid, and the like. Similar diluents can be used to make compressed tablets. Both tablets and capsules can be manufactured as sustained release products to provide for continuous release of medication over a period of hours. Compressed tablets can be sugar coated or film coated to mask any unpleasant taste and protect the tablet from the atmosphere, or enteric coated for selective disintegration in the gastrointestinal tract. Liquid dosage forms for oral administration can contain coloring and flavoring to increase patient acceptance. In general, water, a suitable oil, saline, aqueous dextrose (glucose), and related sugar solutions and glycols such as propylene glycol or polyethylene glycols are suitable carriers for parenteral solutions. Solutions for parenteral administration preferably contain a water soluble salt of the active ingredient, suitable stabilizing agents, and if necessary, buffer substances. Antioxidizing agents such as sodium bisulfite, sodium sulfite, or ascorbic acid, either alone or combined, are suitable stabilizing agents. Also used are citric acid and its salts and sodium EDTA. In addition, parenteral solutions can contain preservatives, such as benzalkonium chloride, methyl- or propyl-paraben, and chlorobutanol.

[0797] Suitable pharmaceutical carriers are described in Remington's Pharmaceutical Sciences, Mack Publishing Company, a standard reference text in this field.

[0798] The compounds of the present invention may be administered in combination with a second therapeutic agent, especially non-steroidal anti-inflammatory drugs (NSAID's). The compound of Formula I and such second therapeutic agent can be administered separately or as a physical combination in a single dosage unit, in any dosage form and by various routes of administration, as described above.

[0799] The compound of Formula I may be formulated together with the second therapeutic agent in a single dosage unit (that is, combined together in one capsule, tablet, powder, or liquid, etc.). When the compound of Formula I and the second therapeutic agent are not formulated together in a single dosage unit, the compound of Formula I and the second therapeutic agent may be administered essentially at the same time, or in any order; for example the compound of Formula I may be administered first, followed by administration of the second agent. When not administered at the same time, preferably the administration of the compound of Formula I and the second therapeutic agent occurs less than about one hour apart, more preferably less than about 5 to 30 minutes apart.

[0800] Preferably the route of administration of the compound of Formula I is oral. Although it is preferable that the compound of Formula I and the second therapeutic agent are both administered by the same route (that is, for example, both orally), if desired, they may each be administered by different routes and in different dosage forms (that is, for example, one component of the combination product may be administered orally, and another component may be administered intravenously).

[0801] The dosage of the compound of Formula I when administered alone or in combination with a second therapeutic agent may vary depending upon various factors such as the pharmacodynamic characteristics of the particular agent and its mode and route of administration, the age, health and weight of the recipient, the nature and extent of the symptoms, the kind of concurrent treatment, the frequency of treatment, and the effect desired, as described above.

[0802] Particularly when provided as a single dosage unit, the potential exists for a chemical interaction between the combined active ingredients. For this reason, when the compound of Formula I and a second therapeutic agent are combined in a single dosage unit they are formulated such that although the active ingredients are combined in a single dosage unit, the physical contact between the active ingredients is minimized (that is, reduced). For example, one active ingredient may be enteric coated. By enteric coating one of the active ingredients, it is possible not only to minimize the contact between the combined active ingredients, but also, it is possible to control the release of one of these components in the gastrointestinal tract such that one of these components is not released in the stomach but rather is released in the intestines. One of the active ingredients may also be coated with a sustained-release material which effects a sustained-release throughout the gastrointestinal tract and also serves to minimize physical contact between the combined active ingredients. Furthermore, the sustained-released component can be additionally enteric coated such that the release of this component occurs only in the intestine. Still another approach would involve the formulation of a combination product in which the one component is coated with a sustained and/or enteric release polymer, and the other component is also coated with a polymer such as a lowviscosity grade of hydroxypropyl methylcellulose (HPMC) or other appropriate materials as known in the art, in order to further separate the active components. The polymer coating serves to form an additional barrier to interaction with the other component.

[0803] These as well as other ways of minimizing contact between the components of combination products of the present invention, whether administered in a single dosage form or administered in separate forms but at the same time by the same manner, will be readily apparent to those skilled in the art, once armed with the present disclosure.

[0804] The present invention also includes pharmaceutical kits useful, for example, in the treatment or prevention of osteoarthritis or rheumatoid arthritis, which comprise one or more containers containing a pharmaceutical composition comprising a therapeutically effective amount of a compound of Formula I. Such kits may further include, if desired, one or more of various conventional pharmaceutical kit components, such as, for example, containers with one or more pharmaceutically acceptable carriers, additional containers, etc., as will be readily apparent to those skilled in the art. Instructions, either as inserts or as labels, indicating quantities of the components to be administered, guidelines for administration, and/or guidelines for mixing the components, may also be included in the kit.

[0805] In the present disclosure it should be understood that the specified materials and conditions are important in practicing the invention but that unspecified materials and conditions are not excluded so long as they do not prevent the benefits of the invention from being realized.

[0806] Although this invention has been described with respect to specific embodiments, the details of these embodiments are not to be construed as limitations. Various equivalents, changes, and modifications may be made without departing from the spirit and scope of this invention, and it is understood that such equivalent embodiments are part of this invention. 

What is claimed is:
 1. A compound of formula I:

or a stereoisomer or pharmaceutically acceptable salt form thereof, wherein; A is C(═O), C(═S) or CH₂; B is O or S; L is O or S; W is selected from (CR^(a)R^(a1))_(m), C₂₋₃ alkenylene, and C₂₋₃ alkynylene; U is selected from: C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, and NR^(a1)C(O)NR^(a1); X is absent or is selected from C₁₋₃ alkylene, C₂₋₃ alkenylene, and C₂₋₃ alkynylene; Y is absent or is selected from O, NR^(a1), S(O)_(p), and C(O); Z is selected from a C₃₋₁₃ carbocycle substituted with 0-5 R^(b), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b); U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1); X^(a) is absent or is selected from C₁₋₁₀ alkylene, C₂₋₁₀ alkenylene, and C₂₋₁₀ alkynylene; Y^(a) is absent or is selected from O, NR^(a1), S(O)_(p), and C(O); Z^(a) is selected from a C₃₋₁₃ carbocycle substituted with 0-5 R^(c) and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; R¹ is selected from CHF₂, CH₂F, CF₃, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(s)—Q, (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1), a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, CHF₂, CH₂F, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); Q¹, at each occurrence, is independently selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); R⁴ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b); R⁵ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b); n is 0 or 1; alternatively, R² and R³, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c); alternatively, when n is 1, R² and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c); alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c); R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(s)NR^(a)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); R^(a), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl substituted with 0-1 R^(e), C₂₋₆ alkynyl substituted with 0-1 R^(e), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(e); alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p); R^(a2), at each occurrence, is independently selected from C₁₋₄ alkyl, phenyl, and benzyl; R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(c1); R^(b), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(c1), OR^(a), SR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), NR^(a)C(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), NR^(a)C(O)OR^(a), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, CHF₂, CH₂F, and phenyl; R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, CF₃, CF₂CF₃, CH₂F, CHF₂, (CR^(a)R^(a1))_(r)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NCN)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NOR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r1)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)NR^(a)SO₂NR^(a)R^(a1); C₁₋₆ alkyl substituted with 0-2 R^(c1); C₂₋₆ alkenyl substituted with 0-2 R^(c1); C₂₋₆ alkynyl substituted with 0-2 R^(c1); (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1); and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-11 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds; R^(c1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂; R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, (CH₂)_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(e), and a (CH₂)_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(e); R^(e), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a), R^(a)NC(O)NR^(a)R^(a), OC(O)NR^(a)R^(a), R^(a)NC(O)OR^(a), S(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a), OS(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂; m, at each occurrence, is selected from 0, 1, 2 and 3; p, at each occurrence, is selected from 0, 1, and 2; r, at each occurrence, is selected from 0, 1, 2, 3, and 4; r1, at each occurrence, is selected from 0, 1, 2, 3, and 4; s, at each occurrence, is selected from 2, 3, and 4; and provided that when A is C(═O), L is O, R¹ is phenyl, U is NHC(O), and Z is 2-oxo-chromen-3-yl, then Z^(a) is other than 2-hydroxymethyl-3,4,5-trihydroxy-tetrahydopyran.
 2. A compound according to claim 1, wherein; W is (CHR^(a))_(m) or C₂₋₃ alkenylene; U is selected from: C(O), C(O)O, OC(O), C(O)NR^(a1), and NR^(a1)C(O); X is absent or is C₁₋₃ alkylene; U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); X^(a) is absent or is selected from C₁₋₄ alkylene, C₂₋₄ alkenylene, and C₂₋₄ alkynylene; Y^(a) is absent or is selected from O and NR^(a1); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; R¹ is selected from CHF₂, CH₂F, CF₃, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1)) )_(r)—Q, (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)N^(a)SO₂(CR^(a)R^(a1))_(r)—Q, a C₃₋₁₀ carbocycle substituted with 0-5 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), and (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q; Q, at each occurrence, is independently selected from H, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); Q¹, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-5 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); R⁴ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl; R⁵ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl; n is 0 or 1; alternatively, R² and R³, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-2 R^(c); alternatively, when n is 1, R² and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-2 R^(c); alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-2 R^(c); R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₁₋₆ alkyl substituted with 0-1 R^(c1); C₂₋₆ alkenyl substituted with 0-1 R^(c1); C₂₋₆ alkynyl substituted with 0-1 R^(c1); (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1); and (CH₂)_(r)-5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; and alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds.
 3. A compound according to claim 2, wherein; A is C(═O) or CH₂; B is O; L is O; U is selected from: C(O), C(O)NR^(a1), and NR^(a1)C(O); X is absent, methylene or ethylene; Z is selected from: a C₃₋₈ cycloalkyl substituted with 0-5 R^(b); a C₃₋₈ cycloalkenyl substituted with 0-5 R^(b); phenyl substituted with 0-5 R^(b); naphthyl substituted with 0-5 R^(b); and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b); U^(a) is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), and S(O)_(p); Z^(a) is selected from a C₅₋₁₀ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q_(u), (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q¹, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(d); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-3 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(d); R⁴ is selected from H and C₁₋₆ alkyl; R⁵ is selected from H and C₁₋₆ alkyl; n is 0 or 1; R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-10 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl; alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p); R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(c1); R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-6 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds; R^(c1), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a1); R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(e), and a 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p); and R^(e), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a).
 4. A compound according to claim 3, wherein; W is (CH₂)_(m) or C₂₋₃ alkenylene; Z is selected from: a C₄₋₈ cycloalkyl substituted with 0-3 R^(b); a C₄₋₈ cycloalkenyl substituted with 0-3 R^(b); phenyl substituted with 0-3 R^(b); naphthyl substituted with 0-3 R^(b); a 5-10 membered heterocycle substituted with 0-3 R^(b) and selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl; Z^(a) is selected from: phenyl substituted with 0-3 R^(c); naphthyl substituted with 0-3 R^(c); and a 5-10 membered heterocycle substituted with 0-3 R^(c) and selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl; provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(d); R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl; R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl; R^(b), at each occurrence, is independently selected from C₁₋₄ alkyl, OR^(a), Cl, F, ═O, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), S(O)_(p)R^(a3), and CF₃; R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); and R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, and (CH₂)_(r)-phenyl substituted with 0-2 R^(e).
 5. A compound according to claim 4, wherein; X is absent or is methylene; Y is absent or is O; Z is selected from: phenyl substituted with 0-3 R^(b); naphthyl substituted with 0-3 R^(b); thiophenyl substituted with 0-2 R^(b); oxazolyl substituted with 0-1 R^(b); isoxazolyl substituted with 0-1 R^(b); and thiazolyl substituted with 0-1 R^(b); U^(a) is absent or is O; X^(a) is selected from CH₂ and CH₂CH₂; Y^(a) is absent or is O; Z^(a) is selected from: phenyl substituted with 0-3 R^(c); pyridyl substituted with 0-3 R^(c); indolyl substituted with 0-3 R^(c); quinolinyl substituted with 0-3 R^(c); benzimidazolyl substituted with 0-3 R^(c); and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl substituted with 0-3 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; R¹ is selected from C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d); R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C(O)NR^(a)R^(a1), C(O)(CR^(a)R^(a1))_(r)—Q¹, C(O)OR^(a1), and S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹; Q¹, at each occurrence, is independently selected from H, a cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl; R³ is selected from Q, C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O) (CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); R⁴ is selected from H and C₁₋₄ alkyl; R⁵ is selected from H and C₁₋₄ alkyl; and R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), and phenyl.
 6. A compound according to claim 5, wherein; R¹ is selected from C₁₋₆ alkylene-Q, NR^(a)(CR^(a)R^(a1))_(r)—Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(O)OR^(a1), C(O)NR^(a)R^(a1), NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, NR^(a)C(O)OR^(a1), S(O)_(p)(CR^(a)R^(a1))_(r)—Q, SO₂NR^(a)R^(a1), cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heterocycle substituted with 0-3 R^(d), wherein the heterocycle is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, isoxazolyl, piperindinyl, and piperazinyl; R³ is selected from Q, C₁₋₆ alkylene-Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(O)OR^(a1), C(O)NR^(a)R^(a1), C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, and S(O)_(p)(CR^(a)R^(a1))_(r)—Q; Q, at each occurrence, is independently selected from H, cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl; R⁴ is selected from H, methyl, and ethyl; R⁵ is selected from H, methyl, and ethyl; R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), and (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3); and r, at each occurrence, is selected from 0, 1, 2, and
 3. 7. A compound according to claim 1, wherein the compound is selected from the group: 5-methyl-5-(3-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}-3-oxopropyl)-2,4,6(1H,3H,5H)-pyrimidinetrione; 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide; 4-[(1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide; 4-[(2-methyl-4-quinolinyl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide; 4-[(2-isopropyl-1H-benzimidazol-1-yl)methyl]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide; N-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}-2-(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)acetamide; tert-butyl 4-{5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}-1-piperazinecarboxylate; 4-[(2-methyl-4-quinolinyl)methoxy]-N-{[2,4,6-trioxo-5-(1-piperazinyl)hexahydro-5-pyrimidinyl]methyl}benzamide; N-{[5-(4-methyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; 4-[(2-methyl-4-quinolinyl)methoxy]-N-({2,4,6-trioxo-5-[4-(2-propynyl)-1-piperazinyl]hexahydro-5-pyrimidinyl}methyl)benzamide; 4-[(2-methyl-4-quinolinyl)methoxy]-N-({5-[4-(methylsulfonyl)-1-piperazinyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}methyl)benzamide; tert-butyl 5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinylcarbamate; N-[(5-methyl-2,4-dioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; 2-(5-methyl-2,4-dioxohexahydro-5-pyrimidinyl)-N-{4-[(2-methyl-4-quinolinyl)methoxy]phenyl}acetamide; N-[(5-ethyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; N-{[5-(4-benzyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; N-[(5-isopropyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; 6-[(2-methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-2-naphthamide; N-{[5-(4-isopropyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; N-{[5-(4-acetyl-1-piperazinyl)-2,4,6-trioxohexahydro-5-pyrimidinyl]methyl}-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; 4-[(2-methyl-4-quinolinyl)methoxy]-N-({2,4,6-trioxo-5-[4-(3-pyridinylcarbonyl)-1-piperazinyl]hexahydro-5-pyrimidinyl}methyl)benzamide; N-[(5-benzyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; 3-(2-methyl-4-quinolinyl)-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]benzamide; tert-butyl 4-{5-[({4-[(2-methyl-4-quinolinyl)methoxy]benzoyl}amino)methyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}-1-piperidinecarboxylate; 4-[(2-methyl-4-quinolinyl)methoxy]-N-{[2,4,6-trioxo-5-(4-piperidinyl)hexahydro-5-pyrimidinyl]methyl}benzamide; N-({5-[1-(2,2-dimethylpropanoyl)-4-piperidinyl]-2,4,6-trioxohexahydro-5-pyrimidinyl}methyl)-4-[(2-methyl-4-quinolinyl)methoxy]benzamide; N-(5-methyl-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl)-4-phenoxy-benzamide; biphenyl-4-carboxylic acid [(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)methyl]amide; 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(5-methyl-2,4,6-trioxohexahydro-5-pyrimidinyl)-(4-pyridinyl)methyl]benzamide; 4-(2-methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(4-pyridin-3-ylmethyl-piperazin-1-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide; N-[5-(1-methyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; N-[5-(1-isopropyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; 4-(2-methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(1-prop-2-ynyl-piperidin-4-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide; N-[5-(1-methanesulfonyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; 4-(2-methyl-quinolin-4-ylmethoxy)-N-[2,4,6-trioxo-5-(1-pyridin-3-ylmethyl-piperidin-4-yl)-hexahydro-pyrimidin-5-ylmethyl]-benzamide; 4-(2-methyl-quinolin-4-ylmethoxy)-N-{2,4,6-trioxo-5-[1-(tetrahydro-pyran-4-yl)-piperidin-4-yl]-hexahydro-pyrimidin-5-ylmethyl}-benzamide; N-[5-(1-acetyl-piperidin-4-yl)-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; N-{5-[1-(2,2-dimethyl-propionyl)-piperidin-4-yl]-2,4,6-trioxo-hexahydro-pyrimidin-5-ylmethyl}-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; and 4-(2-methyl-quinolin-4-ylmethoxy)-N-{2,4,6-trioxo-5-[1-(pyridine-3-carbonyl)-piperidin-4-yl]-hexahydro-pyrimidin-5-ylmethyl}-benzamide; or a pharmaceutically acceptable salt form thereof.
 8. A compound of formula I:

or a stereoisomer or pharmaceutically acceptable salt form thereof, wherein; A is C(═O), C(═S) or CH₂; B is O or S; L is O or S; W is selected from (CR^(a)R^(a1))_(m), C₂₋₃ alkenylene, and C₂₋₃ alkynylene; U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1); X is absent or is selected from C₁₋₃ alkylene, C₂₋₃ alkenylene, and C₂₋₃ alkynylene; Y is absent or is selected from O, NR^(a1), S(O)_(p) and C(O); Z is absent or is selected from: a C₃₋₁₃ carbocycle substituted with 0-5 R^(b); and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b); U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1); X^(a) is absent or is selected from C₁₋₁₀ alkylene, C₂₋₁₀ alkenylene, and C₂₋₁₀ alkynylene; Y^(a) is absent or is selected from O, NR^(a1), S(O)_(p), and C(O); Z^(a) is selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c); provided that U, Y, Z, U_(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R¹ and R², together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)SO₂(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, CHF₂, CH₂F, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); R⁴ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b); R⁵ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b); n is 0 or 1; alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR^(c), and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c); R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(s)NR^(a)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); R^(a), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl substituted with 0-1 R^(e), C₂₋₆ alkynyl substituted with 0-1 R^(e), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(e); alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p); R^(a2), at each occurrence, is independently selected from C₁₋₄ alkyl, phenyl, and benzyl; R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p), and substituted with 0-3 R^(c1); R^(b), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(c1), OR^(a), SR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), NR^(a)C(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), NR^(a)C(O)OR^(a), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, CHF₂, CH₂F, and phenyl; R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, CF₃, CF₂CF₃, CH₂F, CHF₂, (CR^(a)R^(a1))_(r)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NCN)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NOR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r1)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)NR^(a)SO₂NR^(a)R^(a1); C₁₋₆ alkyl substituted with 0-2 R^(c1); C₂₋₆ alkenyl substituted with 0-2 R^(c1); C₂₋₆ alkynyl substituted with 0-2 R^(c1); (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1); and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-11 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds; R^(c1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂; R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, (CH₂)_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(e), and a (CH₂)_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(e); R^(e), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a), R^(a)NC(O)NR^(a)R^(a), OC(O)NR^(a)R^(a), R^(a)NC(O)OR^(a), S(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a), OS(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂; m, at each occurrence, is selected from 0, 1, 2 and 3; p, at each occurrence, is selected from 0, 1, and 2; r, at each occurrence, is selected from 0, 1, 2, 3, and 4; r1, at each occurrence, is selected from 0, 1, 2, 3, and 4; s, at each occurrence, is selected from 2, 3, and 4; and provided that when A is C(═O), B is O, L is O, and R¹ and R², together with the carbon atoms to which they are attached, combine to form 1,1-cyclopropyl, (i) Z is absent, then Z^(a) is other than phenyl; (ii) Z is phenylene, then Z^(a) is other than H.
 9. A compound according to claim 8, wherein; W is (CHR^(a))_(m) or C₂₋₃ alkenylene; U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); X is absent or C₁₋₃ alkylene; U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); X^(a) is absent or is selected from C₁₋₄ alkylene, C₂₋₄ alkenylene, and C₂₋₄ alkynylene; Y^(a) is absent or is selected from O and NR^(a1); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; R¹ and R², together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic. or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), and (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q; Q, at each occurrence, is independently selected from H, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(d); R⁴ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl; R⁵ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl; n is 0 or 1; alternatively, when n is 1, R⁴ and R⁵, together with the carbon atom to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₁₋₆ alkyl substituted with 0-1 R^(c1); C₂₋₆ alkenyl substituted with 0-1 R^(c1); C₂₋₆ alkynyl substituted with 0-1 R^(c1); (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1); and (CH₂)_(r)-5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; and alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached, form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds.
 10. A compound according to claim 9, wherein; A is C(═O) or CH₂; B is O; L is O; U is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); X is absent, methylene or ethylene; Z is absent or is selected from: a C₃₋₈ cycloalkyl substituted with 0-5 R^(b); a C₃₋₈ cycloalkenyl substituted with 0-5 R^(b); phenyl substituted with 0-5 R^(b); naphthyl substituted with 0-5 R^(b); and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(b); U^(a) is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); Z^(a) is selected from H, a C₅₋₁₀ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-5 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-3 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), carbocycle substituted with 0-3 R^(d), R⁴ is selected from H and C₁₋₆ alkyl; R⁵ is selected from H and C₁₋₆ alkyl; R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-10 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(c1); R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl; alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p); R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p) and substituted with 0-3 R^(c1); R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-6 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds; R^(c1), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a1); R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(e), and a 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p); and R^(e), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a).
 11. A compound according to claim 10, wherein; W is (CH₂)_(m) or C₂₋₃ alkenylene; Z is absent or selected from: a C₄₋₈ cycloalkyl substituted with 0-3 R^(b); a C₄₋₈ cycloalkenyl substituted with 0-3 R^(b); phenyl substituted with 0-3 R^(b); naphthyl substituted with 0-3 R^(b); a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(b); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl; Z^(a) is selected from: H; phenyl substituted with 0-3 R^(c); naphthyl substituted with 0-3 R^(c); and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(c); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydro-isoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl; provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R¹ and R², together with the carbon atoms to which they are attached, combine to form a 4-7 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR₁₀, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1)) )_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d); R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl; R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl; R^(b), at each occurrence, is independently selected from C₁₋₄ alkyl, OR^(a), Cl, F, ═O, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), S(O)_(p)R^(a3), and CF₃; R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)₂R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1, (CR) ^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, and (CH₂)_(r)-phenyl substituted with 0-2 R^(e).
 12. A compound according to claim 11, wherein; X is absent or is methylene; Y is absent or is O; Z is absent or is selected from: phenyl substituted with 0-3 R^(b); naphthyl substituted with 0-3 R^(b); thiophenyl substituted with 0-2 R^(b); oxazolyl substituted with 0-1 R^(b); isoxazolyl substituted with 0-1 R^(b); and thiazolyl substituted with 0-1 R^(b); U^(a) is absent or is O; Y^(a) is absent or is O; Z^(a) is selected from: H; phenyl substituted with 0-3 R^(c); pyridyl substituted with 0-3 R^(c); indolyl substituted with 0-3 R^(c); quinolinyl substituted with 0-3 R^(c); benzimidazolyl substituted with 0-3 R^(c); and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl substituted with 0-3 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R¹ and R², together with the carbon atoms to which they are attached, combine to form a 5-6 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); R³ is selected from Q, C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); R⁴ is selected from H and C₁₋₄ alkyl; R⁵ is selected from H and C₁₋₄ alkyl; n is 0 or 1; R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-6 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), and phenyl.
 13. A compound according to claim 12, wherein; R³ is selected from Q, C₁₋₆ alkylene-Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(O)OR^(a1), C(O)NR^(a)R^(a1), C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, and S(O)_(p)(CR^(a)R^(a1))_(r)—Q; Q, at each occurrence, is independently selected from H, cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl; R⁴ is selected from H, methyl, and ethyl; R⁵ is selected from H, methyl, and ethyl; R^(a2), at each occurrence, is independently selected from H, methyl, and ethyl; R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), and (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3); and r, at each occurrence, is selected from 0, 1, 2, and
 3. 14. A compound according to claim 8, wherein the compound is selected from the group: 4-[(2-methyl-4-quinolinyl)methoxy]-N-(1,3,5-trioxo-2,4-diazaspiro[5.5]undec-7-yl)benzamide trifluoroacetate; 4-[(2-methyl-4-quinolinyl)methoxy]-N-(6,8,10-trioxo-7,9-diazaspiro[4.5]dec-1-yl)benzamide trifluoroacetate; 4-[4-(2-methyl-quinolin-4-ylmethoxy)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester; 4-[4-(1,1-dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester; 4-[4-(2-isopropyl-benzoimidazol-1-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester; 4-[4-(2-methyl-quinolin-4-ylmethyl)-benzoylamino]-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]decane-2-carboxylic acid tert-butyl ester; 4-(2-methyl-quinolin-4-ylmethoxy)-N-(6,8,10-trioxo-2-oxa-7,9-diaza-spiro[4.5]dec-4-yl)-benzamide; 7-[4-(2-methyl-quinolin-4-ylmethoxy)-benzoylamino]-1,3,5-trioxo-2,4,9-triaza-spiro[5.5]undecane-9-carboxylic acid tert-butyl ester; N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; N-[2-(2,2-dimethyl-propionyl)-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl]-4-(2-methyl-quinolin-4-ylmethoxy)-benzamide; 4-(2-methyl-quinolin-4-ylmethoxy)-N-[6,8,10-trioxo-2-(pyridine-3-carbonyl)-2,7,9-triaza-spiro[4.5]dec-4-yl]-benzamide; N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethyl)-benzamide; N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-methyl-quinolin-4-ylmethyl)-benzamide; N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(2-isopropyl-benzoimidazol-1-ylmethyl)-benzamide; 4-(2-isopropyl-benzoimidazol-1-ylmethyl)-N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-benzamide; N-(2-acetyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-4-(1,1-dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-benzamide; 4-(1,1-Dioxo-2,3-dihydro-1H-1λ⁶-benzo[1,4]thiazin-4-ylmethyl)-N-(2-methanesulfonyl-6,8,10-trioxo-2,7,9-triaza-spiro[4.5]dec-4-yl)-benzamide; and 1-(4-phenoxy)phenyl-5,7-diazaspiro[2.5]octane-4,6,8-trione; or a pharmaceutically acceptable salt form thereof.
 15. A compound of formula II:

or a stereoisomer or pharmaceutically acceptable salt form thereof, wherein; A is C(═O), C(═S) or CH₂; B is O or S; L is O or S; W is selected from (CR^(a)R^(a1))_(m), C₂₋₃ alkenylene, and C₂₋₃ alkynylene; U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1); X is absent or is selected from C₁₋₃ alkylene, C₂₋₃ alkenylene, and C₂₋₃ alkynylene; Y is absent or is selected from O, NR^(a1), S(O)_(p) and C(O); Z is absent or is selected from: a C₃₋₁₃ carbocycle substituted with 0-5 R^(b); and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(b); U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), OC(O)O, OC(O)NR^(a1), NR^(a1)C(O)O, NR^(a1)C(O)NR^(a1), S(O)_(p), S(O)_(p)NR^(a1), NR^(a1)S(O)_(p), and NR^(a1)SO₂NR^(a1); X^(a) is absent or is selected from C₁₋₁₀ alkylene, C₂₋₁₀ alkenylene, and C₂₋₁₀ alkynylene; Y^(a) is absent or is selected from O, NR^(a1), S(O)_(p), and C(O); Z^(a) is selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); and the carbocyclic or heterocyclic ring is optionally fused to a 5-6 membered carbocycle substituted with 0-3 R^(c) or a 5-6 membered heterocycle consisting of carbon atoms and 1-3 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-3 R^(c); R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q¹(CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q¹, at each occurrence, is independently selected from H, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)OC(O)OR^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)NR^(a)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, CHF₂, CH₂F, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d); R⁵ is selected from H, C₁₋₆ alkyl substituted with 0-1 R^(b), C₂₋₆ alkenyl substituted with 0-1 R^(b), and C₂₋₆ alkynyl substituted with 0-1 R^(b); R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(s)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(s)NR^(a)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); R^(a), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl substituted with 0-1 R^(e), C₂₋₆ alkynyl substituted with 0-1 R^(e), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p) and substituted with 0-3 R^(e); alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p); R^(a2), at each occurrence, is independently selected from C₁₋₄ alkyl, phenyl, and benzyl; R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p) and substituted with 0-3 R^(c1); R^(b), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(c1), OR^(a), SR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), NR^(a)C(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), NR^(a)C(O)OR^(a), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(aS(O)) ₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, CHF₂, CH₂F, and phenyl; R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, CF₃, CF₂CF₃, CH₂F, CHF₂, (CR^(a)R^(a1))_(r)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NCN)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(═NOR^(a))NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)OH, (CR^(a)R^(a1))_(r1)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(S)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(S)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)OC(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3), and (CR^(a)R^(a1))_(r)NR^(a)SO₂NR^(a)R^(a1); C₁₋₆ alkyl substituted with 0-2 R^(c1); C₂₋₆ alkenyl substituted with 0-2 R^(c1); C₂₋₆ alkynyl substituted with 0-2 R^(c1); (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1); and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-11 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds; R^(c1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂; R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), C(S)NR^(a)R^(a1), R^(a)NC(O)NR^(a)R^(a1), OC(O)NR^(a)R^(a1), R^(a)NC(O)OR^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), NR^(a)S(O)₂NR^(a)R^(a1), OS(O)₂NR^(a)R^(a1), NR^(S(O)) ₂R^(a3), S(O)_(p)R^(a3), CF₃, CF₂CF₃, (CH₂)_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(e), and a (CH₂)_(r)-5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and substituted with 0-2 R^(e); R^(e), at each occurrence, is independently selected from H, C₁₋₆ alkyl, OR^(a), Cl, F, Br, I, ═O, —CN, NO₂, NR^(a)R^(a), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a), R^(a)NC(O)NR^(a)R^(a), OC(O)NR^(a)R^(a), R^(a)NC(O)OR^(a), S(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), NR^(a)S(O)₂NR^(a)R^(a), OS(O)₂NR^(a)R^(a), NR^(a)S(O)₂R^(a2), S(O)_(p)R^(a2), CF₃, OCF₃, CF₂CF₃, CH₂F, and CHF₂; m, at each occurrence, is selected from 0, 1, 2 and 3; p, at each occurrence, is selected from 0, 1, and 2; r, at each occurrence, is selected from 0, 1, 2, 3, and 4; r1, at each occurrence, is selected from 0, 1, 2, 3, and 4; s, at each occurrence, is selected from 2, 3, and 4; and provided that when A is C(═O), B is O, L is O, and R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 1,3-cyclobutane, (i) Z is absent, then Z^(a) is other than spiro[3.3]heptane; (ii) z is spiro[3.3]heptane, then Z^(a) is other than H.
 16. A compound according to claim 15, wherein; W is (CHR^(a))_(m) or C₂₋₃ alkenylene; U is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, OC(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); X is absent or C₁₋₃ alkylene; U^(a) is absent or is selected from: O, NR^(a1), C(O), CR^(a)(OH), C(O)O, C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); X^(a) is absent or is selected from C₁₋₄ alkylene, C₂₋₄ alkenylene, and C₂₋₄ alkynylene; Y^(a) is absent or is selected from O and NR^(a1); R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, C₂₋₆ alkynylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q¹, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-5 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1), and (CR^(a)R^(a1))_(r1)NR^(a)SO₂(CR^(a)R^(a1))_(r)—Q; Q, at each occurrence, is independently selected from H, CF₃, a C₃₋₁₃ carbocycle substituted with 0-5 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(d); R⁵ is selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and C₂₋₆ alkynyl; R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-2 R^(c1), C₂₋₆ alkenyl substituted with 0-2 R^(c1), C₂₋₆ alkynyl substituted with 0-2 R^(c1), (CR^(a)R^(a1))_(s)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(s)NR^(a)SO₂R^(a3), (CR^(a)R^(a1))_(r)—C₃₋₁₀ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-14 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); R^(c), at each occurrence, is independently selected from H, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₁₋₆ alkyl substituted with 0-1 R^(c1); C₂₋₆ alkenyl substituted with 0-1 R^(c1); C₂₋₆ alkynyl substituted with 0-1 R^(c1); (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1); and (CH₂)_(r)-5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; and alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-7 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds.
 17. A compound according to claim 16, wherein; A is C(═O) or CH₂; B is O; L is O; U is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); X is absent, methylene or ethylene; Z is absent or is selected from: a C₃₋₈ cycloalkyl substituted with 0-5 R^(b); a C₃₋₈ cycloalkenyl substituted with 0-5 R^(b); phenyl substituted with 0-5 R^(b); naphthyl substituted with 0-5 R^(b); and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(b); U^(a) is absent or is selected from: O, NR^(a1), C(O), C(O)NR^(a1), NR^(a1)C(O), S(O)_(p), S(O)_(p)NR^(a1), and NR^(a1)S(O)_(p); Z^(a) is selected from H, a C₅₋₁₀ carbocycle substituted with 0-5 R^(c), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-5 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C₂₋₆ alkenylene-Q¹, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q¹, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_((CR) ^(a)R^(a1))_(r)—Q¹, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q¹, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, C₂₋₆ alkynylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1)(CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, a C₃₋₁₀ carbocycle substituted with 0-3 R^(d), and a 5-14 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d); R⁵ is selected from H and C₁₋₆ alkyl; R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-10 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl; alternatively, R^(a) and R^(a1), when attached to a nitrogen, are taken together with the nitrogen to which they are attached, form a 5 or 6 membered heterocycle comprising carbon atoms and 0-1 additional heteroatoms selected from N, NR^(a2), O, and S(O)_(p); R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, and —(CH₂)_(r)-3-8 membered carbocyclic or heterocyclic ring comprising carbon atoms and 0-2 ring heteroatoms selected from N, NR^(a2), O, and S(O)_(p) and substituted with 0-3 R^(c1); R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); alternatively, when two R^(c) groups are attached to the same carbon atom, they form a spiro ring C that is a 3-8 membered carbocycle or heterocycle substituted with 0-2 R^(c1) and comprising: carbon atoms, 0-4 ring heteroatoms selected from O, N, and S(O)_(p), and 0-2 double bonds, provided that ring C contains other than a S—S, O—O, or S—O bond; alternatively, when two R^(c) groups are attached to adjacent carbon atoms, together with the carbon atoms to which they are attached they form a 5-6 membered carbocyclic or heterocyclic ring D substituted with 0-2 R^(c1) and consisting of carbon atoms, 0-2 heteroatoms selected from the group consisting of N, O, and S(O)_(p), and 0-3 double bonds; R^(c1), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a1); R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-2 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, —CN, NO₂, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, (CH₂)_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(e), and a 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p); and R^(e), at each occurrence, is independently selected from H, C₁₋₄ alkyl, OR^(a), Cl, F, Br, I, ═O, CF₃, —CN, NO₂, C(O)OR^(a), and C(O)NR^(a)R^(a).
 18. A compound according to claim 17, wherein; W is (CH₂)_(m) or C₂₋₃ alkenylene; Z is absent or is selected from: a C₄₋₈ cycloalkyl substituted with 0-3 R^(b); a C₄₋₈ cycloalkenyl substituted with 0-3 R^(b); phenyl substituted with 0-3 R^(b); naphthyl substituted with 0-3 R^(b); a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(b); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydro-isoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydroisoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl; Z^(a) is selected from: H; phenyl substituted with 0-3 R^(c); naphthyl substituted with 0-3 R^(c); and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(c); and said 5-10 membered heterocycle is selected from the group: furanyl, tetrahydrofuranyl, thiazolyl, oxazolyl, imidazolyl, isothiazolyl, isoxazolyl, 4,5-dihydroisoxazolyl, thiophenyl, triazinyl, pyridyl, pyrimidinyl, piperazinyl, piperidinyl, pyranyl, pyrazinyl, pyrazolyl, pyridoimidazole, pyrrolidinyl, pyrrolinyl, indolyl, indolinyl, benzimidazolyl, benzothiazinyl, benzofuranyl, benzothiophenyl, benzoxazolyl, benzthiazolyl, benztriazolyl, benzisoxazolyl, benzisothiazolyl, quinolinyl, tetrahydroquinolinyl, isoquinolinyl, tetrahydroisoquinolinyl, indazolyl, isobenzofuranyl, isoindazolyl, isoindolinyl, isoindolyl, isoquinolinyl, methylenedioxyphenyl, quinazolinyl, thiadiazinyl, and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl; provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 4-7 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); R³ is selected from Q, C₁₋₆ alkylene-Q, C₂₋₆ alkenylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(r)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); Q, at each occurrence, is independently selected from H, a C₃₋₆ carbocycle substituted with 0-3 R^(d), and a 5-10 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-3 R^(d); R^(a), at each occurrence, is independently selected from H and C₁₋₆ alkyl; R^(a1), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, benzyl, 2-pyridinyl, 3-pyridinyl, and 4-pyridinyl; R^(a3), at each occurrence, is independently selected from H, C₁₋₆ alkyl, phenyl, and benzyl; R^(b), at each occurrence, is independently selected from C₁₋₄ alkyl, OR^(a), Cl, F, ═O, NR^(a)R^(a1), C(O)R^(a), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), S(O)_(p)R^(a3), and CF₃; R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)C(O)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)NR^(a)SO₂R^(a3); C₃₋₆ carbocycle substituted with 0-2 R^(c1); and 5-6 membered heterocycle comprising carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and R^(d), at each occurrence, is independently selected from C₁₋₆ alkyl substituted with 0-1 R^(e), C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), C(O)R^(a1), C(O)OR^(a), C(O)NR^(a)R^(a1), S(O)₂NR^(a)R^(a1), NR^(a)S(O)₂R^(a3), S(O)_(p)R^(a3), CF₃, and (CH₂)_(r)-phenyl substituted with 0-2 R^(e); and provided that when A is C(═O), B is O, L is O, and R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 1,3-cyclobutane, and Z is spiro[3.3]heptane, then Z^(a) is other than H.
 19. A compound according to claim 18, wherein; X is absent or is methylene; Y is absent or is O; Z is absent or is selected from: phenyl substituted with 0-3 R^(b); naphthyl substituted with 0-3 R^(b); thiophenyl substituted with 0-2 R^(b); oxazolyl substituted with 0-1 R^(b); isoxazolyl substituted with 0-1 R^(b); and thiazolyl substituted with 0-1 R^(b); U^(a) is absent or is O; Y^(a) is absent or is O; Z^(a) is selected from: H; phenyl substituted with 0-3 R^(c); pyridyl substituted with 0-3 R^(c); indolyl substituted with 0-3 R^(c); quinolinyl substituted with 0-3 R^(c); benzimidazolyl substituted with 0-3 R^(c); and 1,1-dioxido-2,3-dihydro-4H-1,4-benzothiazin-4-yl substituted with 0-3 R^(c); provided that U, Y, Z, U^(a), Y^(a), and Z^(a) do not combine to form a N—N, N—O, O—N, O—O, S(O)_(p)—O, O—S(O)_(p) or S(O)_(p)—S(O)_(p) group; provided that when Z is absent, Z^(a) is other than H; R¹ and R⁴, together with the carbon atoms to which they are attached, combine to form a 5-6 membered carbocyclic or heterocyclic ring comprising carbon atoms, 0-2 ring heteroatoms selected from O, N, NR¹⁰, and S(O)_(p), and 0-2 double bonds, and substituted with 0-3 R^(c); R² is selected from Q¹, C₁₋₆ alkylene-Q¹, C(O)NR^(a)R^(a1), C(O)(CR^(a)R^(a1))_(r)—Q¹, C(O)OR^(a1), and S(O)_(p)(CR^(a)R^(a1))_(r)—Q¹; Q¹, at each occurrence, is independently selected from H, a cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl; R³ is selected from Q, C₁₋₆ alkylene-Q, (CR^(a)R^(a1))_(r1)OR^(a1), (CR^(a)R^(a1))_(r1)NR^(a)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r1)NR^(a)C(O)(CR^(a)R^(a1))_(r)—Q, (CR^(a)R^(a1))_(r1)NR^(a)C(O)OR^(a1), (CR^(a)R^(a1))_(r1)S(O)_(p)(CR^(a)R^(a1))_(s)—Q, and (CR^(a)R^(a1))_(r1)SO₂NR^(a)R^(a1); R⁵ is selected from H and C₁₋₄ alkyl; R¹⁰, at each occurrence, is independently selected from H, C₁₋₆ alkyl substituted with 0-1 R^(c1), C₂₋₆ alkenyl substituted with 0-1 R^(c1), C₂₋₆ alkynyl substituted with 0-1 R^(c1), (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), (CR^(a)R^(a1))_(r)—C₃₋₆ carbocycle substituted with 0-2 R^(c1), and (CR^(a)R^(a1))_(r)-5-6 membered heterocycle consisting of carbon atoms and 1-4 heteroatoms selected from the group consisting of N, O, and S(O)_(p) and substituted with 0-2 R^(c1); and R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3), (CR^(a)R^(a1))_(r)SO₂NR^(a)R^(a1), and phenyl.
 20. A compound according to claim 19, wherein; R³ is selected from Q, C₁₋₆ alkylene-Q, C(O)(CR^(a)R^(a1))_(r)—Q, C(₀)OR^(a1), C(O)NR^(a)R^(a1), C(O)NR^(a)(CR^(a)R^(a1))_(r)—Q, and S(O)_(p)(CR^(a)R^(a1))_(r)—Q; Q, at each occurrence, is independently selected from H, cyclopropyl substituted with 0-1 R^(d), cyclopentyl substituted with 0-1 R^(d), cyclohexyl substituted with 0-1 R^(d), phenyl substituted with 0-2 R^(d), and a heteroaryl substituted with 0-3 R^(d), wherein the heteroaryl is selected from pyridyl, quinolinyl, thiazolyl, furanyl, imidazolyl, and isoxazolyl; R⁵ is selected from H, methyl, and ethyl; R^(c), at each occurrence, is independently selected from H, C₁₋₆ alkyl, C₂₋₆ alkenyl, C₂₋₆ alkynyl, OR^(a), Cl, F, Br, ═O, NR^(a)R^(a1), CF₃, (CR^(a)R^(a1))_(r)C(O)R^(a1), (CR^(a)R^(a1))_(r)C(O)OR^(a1), (CR^(a)R^(a1))_(r)C(O)NR^(a)R^(a1), and (CR^(a)R^(a1))_(r)S(O)_(p)R^(a3); and r, at each occurrence, is selected from 0, 1, 2, and
 3. 21. A compound according to claim 15, wherein the compound is selected from the group: 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(2S)-6,8,10-trioxo-7,9-diazaspiro[4.5]dec-2-yl]benzamide; and 4-[(2-methyl-4-quinolinyl)methoxy]-N-[(2R)-6,8,10-trioxo-7,9-diazaspiro[4.5]dec-2-yl]benzamide; or a pharmaceutically acceptable salt form thereof.
 22. A pharmaceutical composition, comprising: a pharmaceutically acceptable carrier and a therapeutically effective amount of a compound according to claim 1 or a pharmaceutically acceptable salt form thereof.
 23. A method for treating an inflammatory disorder, comprising: administering to a patient in need thereof a therapeutically effective amount of a compound according to any claim 1 or a pharmaceutically acceptable salt form thereof.
 24. A method, comprising: administering a compound of claim 1 or a pharmaceutically acceptable salt form thereof in an amount effective to treat an inflammatory disorder.
 25. A method of treating a condition or disease mediated by MMPs, TACE, aggrecanase, or a combination thereof in a mammal, comprising: administering to the mammal in need of such treatment a therapeutically effective amount of a compound according to any claim 1 or a pharmaceutically acceptable salt form thereof.
 26. A method of treating according to claim 25, wherein the disease or condition is selected from to as acute infection, acute phase response, age related macular degeneration, alcoholic liver disease, allergy, allergic asthma, anorexia, aneurism, aortic aneurism, asthma, atherosclerosis, atopic dermatitis, autoimmune disease, autoimmune hepatitis, Bechet's disease, cachexia, calcium pyrophosphate dihydrate deposition disease, cardiovascular effects, chronic fatigue syndrome, chronic obstruction pulmonary disease, coagulation, congestive heart failure, corneal ulceration, Crohn's disease, enteropathic arthropathy, Felty's syndrome, fever, fibromyalgia syndrome, fibrotic disease, gingivitis, glucocorticoid withdrawal syndrome, gout, graft versus host disease, hemorrhage, HIV infection, hyperoxic alveolar injury, infectious arthritis, inflammation, intermittent hydrarthrosis, Lyme disease, meningitis, multiple sclerosis, myasthenia gravis, mycobacterial infection, neovascular glaucoma, osteoarthritis, pelvic inflammatory disease, periodontitis, polymyositis/dermatomyositis, post-ischaemic reperfusion injury, post-radiation asthenia, psoriasis, psoriatic arthritis, pulmonary emphysema, pydoderma gangrenosum, relapsing polychondritis, Reiter's syndrome, rheumatic fever, rheumatoid arthritis, sarcoidosis, scleroderma, sepsis syndrome, Still's disease, shock, Sjogren's syndrome, skin inflammatory diseases, solid tumor growth and tumor invasion by secondary metastases, spondylitis, stroke, systemic lupus erythematosus, ulcerative colitis, uveitis, vasaculitis, and Wegener's granulomatosis.
 27. A method for treating inflammatory disorders, comprising: administering, to a host in need of such treatment, a therapeutically effective amount of a compound of claim 1, in combination with one or more additional anti-flammatory agents selected from selective COX-2 inhibitors, interleukin-1 antagonists, dihydroorotate synthase inhibitors, p38 MAP kinase inhibitors, TNF-α inhibitors, TNF-α sequestration agents and methotrexate. 